Sinister Soldiers
by slickboy444
Summary: The Evo world is forever turned upside down when a man named Dr. Nathanial Essex begins a project known as Shadow Cell from which the lives of Scott, Jean, Vincent, Wanda, and X23 are changed forever in a big way. Jott, VinceWanda, Romy, Loro, and others
1. The Project

**Sinister Soldiers  
Chapter 1: The Project**

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AN: Hey there all you fanfiction fanatics! Slickboy444 here, back with another big story! Ever since I've started writing fanfiction, I have gained so many truly wonderful followers of my work. I have received such amazing feedback and it has only inspired me to keep writing and keep working to make the best stories possible! This one is certainly no exception. This story is going to be every bit as ambitious as "Extermination" and "X-men: Evolution of the Heart!" While I don't know if this will be as long, it will be just as big in terms of scope. I am so excited about this fic because it is a truly unique concept that I have never tried before and have never seen done before! I have never been this enthusiastic about a story before and I feel this is going to be one of my most ambitious projects ever! But before I begin, I feel I should let you all know where this unique story came from.

This story, "Sinister Soldiers," came from, of all things, a very special video game entitled Metal Gear Solid 3: Snake Eater. After I got and played this game, I began thinking about the dynamics of the characters and concepts portrayed in the fantastic story that was told. This got me thinking a bit about a few things and from there, an idea developed that seemed a bit radical compared to what I had done in the past, but definitely workable! In addition to that game, another game helped drive me into dedicating myself to writing it. It was called Psi Ops: The Mindgate Conspiracy. These games provided for me the framework for what I wanted to do and as this story goes along, you may see a few concepts from these games mentioned. But what really got me excited about this story was the ideas and help that I got from my friend, fellow fanfiction writer, and co-author of our collective fic "Hellfire and Brimstone," Agent-G. He helped me turn simple ideas into a truly unique concept and it is because of him that I feel this story will be unlike any other I have ever written to date.

In addition, thanks to Agent-G he has kindly allowed me to use his popular OC, Vincent "Mayhem" Freeman. I can't give Agent-G enough thanks for this because there is no way this fic would be anywhere near as good without him! Thank you my friend! You rock! Also, for all you who read my fic "Extermination," this story brings back my OC, Magnum! The stoic, gun-toting, stop-at-nothing Russian assassin is back and I hope you all enjoy both her and Vincent! Thanks again Agent-G! Now, on with the summery.

Summery: Major AU. In this world, Mr. Sinister is head scientist of a vast super secret government program to find and train mutants and turn them into unstoppable, invincible soldiers. With advanced technology and the most rigorous, battle hardening training ever conceived, young mutants are turned from mere individuals into powerful, advanced, and highly skilled warriors with no fear and the complete and utter determination and loyalty of soldiers. During their childhood Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 are taken into this program and turned into the most powerful team of soldiers ever assembled. The world of the X-men is forever changed. See what happens with them, Professor Xavier, the Brotherhood, and many more of the X-characters you know and love as Sinister's own agenda and a world of other complications brings into motion a fury of action and drama the likes of which you've never seen before!

Parings: Scott/Jean, Vincent/Wanda, Betsy/Warren, Logan/Ororo, Kurt/Kitty, Rogue/Remy, and possibly more.

Rating: PG-13 for violence, language, death, angst, and mild sexual references.

AN: 'these mean character thoughts or psychic communication.'

Disclaimer: I don't own any of the X-men characters in any way, shape, or form. They are the property of Marvel, Stan Lee, and Jack Kirby. I also don't own the terms relating to the two video games. Having said that…Please don't sue, for I have nothing. And Vincent Freeman belongs to Agent-G, not me. Magnum, however, is mine.

As I do with every fic I write, I urge each and every one of you reading to give me some feedback in my story and REVIEW! After you read a chapter, please tell me what you think! It helps inspire me, let's me know if I'm doing something wrong, and pushes me to write more and write better! So send me your reviews via email or post them on the fanfiction website! I am open to constructive criticism, but please be considerate. This is a very ambitious story that I am very excited about and I greatly look forward to your comments on it! So remember…REVIEW!

Last but certainly not least, this fic is dedicated to my good friend and fellow writer Agent-G. He helped bring this to life and he deserves so much credit! I have worked closely with him on this story and I can't thank him enough for all he's done! Thanks man! This one's for you!

Also, before I begin I would like to send a special thanks to all the reviewers who have been so kind to me with my fics: Optic Red, Radnommarvelfan, Doza, Strayphoenix, Sentoris, Quillian, Simba317, Howlerdrode, Darkenss1, Extra2restrial, Heartsyhawk, The Uncanny R-Man, Wen1, Mrs. Jean Grey-Summers, Mark C, X00001, Lil Jean, and especially Agent-G (you rock my friend!).

Well, that's it! I truly hope you all enjoy this story! Now the time has come! Slickboy444 proudly presents from me to you, "Sinister Soldiers!"

ENJOY!

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The world is full of half truths and utter lies. The very reality which everybody accepts without question is bathed in a haze of falsehood for which nobody has what would be defined as 'absolute truth.' People like to believe that they know their world and the forces that dwell within it, yet the world is still a very big place…Full of mystery and uncertainty. There are but an elite few who know the truths and fabricate the lies that filter down to the endless masses that accept and live by these illusions without ever truly knowing the nature of their world, but even these holders of power are a mist of lies in of themselves whether they know it or not. History itself is an ongoing work of fiction where the truth is based only upon the events which humanity agrees upon while countless facets of time are forever lost in obscurity, forgotten to the point of non-existence. Yet despite the presence of seemingly endless lies, history in its truest form is shaped by the actions of people and the great stories they have to tell.

In a darkened military base in the heart of the state of New York, a group of shady men, wielders of power and manipulators of truth, were meeting in a place that did not exist on paper in a conference that was not truly taking place. They were all men of military…Majors, colonels, captains, sergeants, generals, lieutenants, and corporals. Some were also highly knowledgeable scientists who lived in a world of secrecy, unknown to everybody outside these dark walls that housed so much mystery. Many of these high ranking officials had knowledge that few others knew outside the highest possible seats of power in Washington, yet each individual present had a single common trait…An unclean record, tainted by lies no different than the ones they feed to the ignorant masses. Many of the officials present were once on the fast track towards becoming a part of the hidden elite, yet dishonesty and overly eager ambitions had brought their pursuit towards true power and influence to an abrupt halt and now they were all stuck…Trapped by court marshals, executive orders, and demotions from their duties. Yet because of their ranks, knowledge, and contributions they remained a part of the world in which they were now stuck in…But hopefully, this night would change all that.

"Any idea why this meeting was called sir?" asked one of the majors present to the Colonel beside him as everybody else in this shady meeting sat around a large wooden table, waiting for this secret discussion to begin.

"You guess is as good as mine Major," said the Colonel, "As always in our line of work, we can only speculate what it is that we are about to witness. Yet I think we should both take both comfort and anxiety in the knowledge that so many of us have been called here at this very late hour of the night for reasons which are too critical to reveal in any other manner."

"Either way it must be important," commented the Major as his eyes ran down the rows of seats, identifying many powerful names and recognizing many famous faces in both military and scientific fields.

"Meetings like this always are Major. You should know that by now," quipped the Colonel, "A meeting where secrecy is so strict that it must take place in an area that doesn't exist with people who aren't officially there is reason enough to believe that there is a very sinister undertone to what it is this whole thing is about. And I get the feeling…We're all about to find out."

Just then, the lead General of the shady collection of officers and scientists stood up, prompting everybody to fall silent as he walked to a podium, receiving subtle whispers from some of the staff present, indicating to him that the time had come and everything was ready.

"Good evening," he began in a simple, stoic voice, "I appreciate all of you coming out here at this most ungodly hour and rest assured, we wouldn't have held it if it wasn't of such great importance. As you all know…None of us are here at the moment. The seats you are sitting in, the people around you, and the facility we currently dwell within…Doesn't exist. Anybody who thinks or acts otherwise knows the kind of consequences they will face no matter how high your rank or how great your influence."

It was an eerie formality that the General had to go over, yet everyone present was used to such a custom by now. The secrecy of this non-existent branch of influence was no joke and every single measure was taken to make sure that this organization remained in the shadows and only known to those who needed to know. Despite these familiar reminders of secrecy, there still remained an ominous feeling throughout the room as the general kept speaking and eventually came to the moment both he and everyone else had been waiting for.

"Having said that, I feel it is time we all finally move on to the reason why this meeting was called. And with that…I introduce to you all, Dr. Nathanial Essex."

The General then stepped down as the attention of every man and woman present turned towards the guarded door to the side where a tall, dark, middle aged man with a v-shaped goatee and dark black hair stepped in. There was a strange, almost ominous poise to his posture, almost as if he was enjoying the looks he was receiving from the strong, influential people surrounding him. Some recognized him and didn't look to encouraged by his presence while others stared back in awe…Wondering what it was that this mysterious man had to say that would prompt such a shady meeting.

"Greetings and salutations my most influential colleagues," he said in a deep, yet highly educated and cultured tone, "I appreciate you all coming out here for this meeting. And as the General said, I wouldn't have called it if I didn't have something truly important to tell you. But enough with the unscrupulous chit chat…As you all now know, my name is Dr. Nathanial Essex…Leader and pioneer in the advanced fields of genetic and mutagenic physiology, psychology, and biology. And judging by some of the looks on your faces, no doubt some of you have heard of me before."

"Wait…Dr. Essex you say?" said one of the lead scientists as he recognized the ominous man, "As in…The same Dr. Essex behind the Prodigy Project?"

"The very same…" he said with a proud grin.

"You were behind that disastrous program?" said the Colonel somewhat distastefully, "The same program where all those involved died after many years of high risk, in depth research?"

"Oh please Colonel, disastrous is such an ugly word," said Dr. Essex, his poise not flinching in the slightest despite the comments, "But yes…I headed that fateful project. Every procedure and test was my brainchild…I oversaw the whole thing. It may not have given the higher ups everything they wanted…But then again, that is why I am here now."

The prominent doctor then proceeded to signal some of the guards to dim the lights as a high resolution projection screen illuminated the wall behind him. A large image of DNA lit up the screen and various snippets of data began to flash along the mysterious molecule from which all life was derived from.

"As you all know, there are certain things in this world that humanity is not ready to accept," began Dr. Essex as he spoke in an ambitious, collected tone that gave off an aura of dominance over the minds and imaginations of all those present, "Things like UFOs, secret societies, and government cover ups are but one of many such things that the world is just not ready to know about yet. And what I am about to discuss with you tonight is most certainly no exception. As you all have probably guessed by now, the image behind me is a strand of DNA…The basic molecule of life. It is the blueprint that makes a human a human, a monkey a monkey, and a worm a worm. This small yet infinitely significant molecule has truly amazing power and potential…Unfortunately, much of that power and potential goes unused and unnoticed, leaving mankind stuck in it's perpetual existence of evolutionary stagnation."

Dr. Essex then changed the slide, showing another DNA strand…Only this one was slightly different, yet in a very big way.

"Traditional rules of evolution state that life changes and evolves over great periods of time on both a genetic and physiological level. Most of the time this change is gradual, depending on a multitude of factors…But sometimes, on rare occasions, this change happens rapidly in just a few generation…Bringing to fruition a great turning point of possibilities for the given species. And this rare event…This most precious of evolutionary transcendence for which no conscious being has ever been able to witness is happening right now…And it has been happening for many years. Mutants…Humans evolved by the presence of a new change in the basic genetic code that makes our species what it is…Are a reality."

The collected doctor continued to go through several slides, sparking the interest and curiosity of many of the scientists present, all of whom had known about the existence of mutants, but remained uncertain where this mysterious man was going with it.

"Yes, we all know mutants exist, Doctor," said the General, "It has been common knowledge throughout the upper levels of our government for decades now, but…"

However, Dr. Essex did not let the General finish, for he wanted to say what he intended to without interruption or stigma to what he was about to propose.

"Please General, I know of the government's stance towards mutants," he said in a calm tone, "I know that the government recognizes the fact that mutants do exist…Yet the public is kept in the dark about them for the sake of their own safety. Like many of the other things we know…They just aren't ready to accept them. Yet despite this, mutants are an undeniable phenomenon for all of us and we must recognize their potential for great power in the near future as more mutants arise in the coming generations. While I understand that this is a scary thought to some because it could sew the seeds of future conflict between humans and mutants, and I understand that countless resources have been poured into developing control measures against mutants like the Colonel's GURSO unit…We cannot escape the fact that this is evolution…A force no weapon can ever stop."

Dr. Essex then changed to another slide…This time, it was one that displayed what looked like exotic machinery never before seen or conceived by anybody. Yet upon seeing this, the doctor grew increasingly excited as he continued with his powerful and commanding speech.

"So instead of fighting mutants…I feel it would be better if we ally ourselves with mutants," said Dr. Essex as some of the scientists present looked strangely at the machines displayed in the projection, "Mutants have so much potential for unbridled power. They have the potential to wipe out disease, hunger, and poverty…While also setting into motion the next stage in human evolution, bringing us ever closer to a new species of life beyond anything we can imagine at the moment. Some of you may not know this, but the difference between man and ape is less than three percent genetic material. And most of the DNA in all organisms isn't even used for anything to begin with…So that leaves quite a bit of room for potential and change. Evolution is working slowly to enhance humanity as it continues to grow as an entity all it's own and powers of great potential have been discovered over so many years…And I feel it's time to use them for the benefit of both this species and this country."

Then, with another press of a button, a new image came up…One that everybody quickly recognized once they saw it, causing a collection of slight gasps to fill the room.

"Wait a minute…I recognize that image," said one of the scientists as he adjusted his glasses to get a closer look, "That's from the Weapon X project."

"Indeed it is," grinned Dr. Essex, who seemed to be enjoying the reaction he was getting from them, "I'm showing it to you because Weapon X was one of the first attempts by any government to use mutants as a weapon. This experiment happened decades ago and it yielded some very impressive results…Yet in the end, the experiment was a failure and all the hours of laborious work was destroyed by the very creation they had worked so hard on. And despite this loss, we have continued to pursue mutant weapons like with the Prodigy Project, which was more of a research program rather than a weapons program."

"But both of these projects were failures," stated the Colonel, who knew all too well the details of both ill fated projects, "I have consulted with many scientists and many researchers and they all agree that using mutants as weapons is not viable at this point in time, given our technical know how."

"Ah…But that's where you're wrong Colonel," said Dr. Essex with an ominous tone in his voice, "You see…I did not call you all here to give you a refresher course on mutants and past instances where we tried to use them…I called you all here because I wish to make a proposal."

"Proposal? What kind of proposal?" asked the Colonel suspiciously, "You're not thinking of trying another Weapon X project, are you?"

"Don't make me laugh, Colonel," said Dr. Essex with a light chuckle, "I'd be insulting all of you if that's what I was going to propose. You know as well as I do that Project Weapon X was a mistake."

"Be that as it may Doctor, the potential for that program is still very strong," said the General, "I've been hearing many promising things about the Hydra division's work on the old Weapon X project and rumor has it that they've already got a living specimen to work with."

"And I can guarantee you from both a scientific and personal standpoint that such a foolhardy experiment is going to fail again," quipped Dr. Essex with a grin, "Don't think I am not aware of Hydra's advancements. They may have support from the higher ups and even a small contingent of influence on SHIELD, but they are going down the same road that Dr. Cornelius went down many years ago with Weapon X. I can't tell you when, but I can tell you with almost an absolute certainty that Hydra's specimen will be their undoing."

"And how can you know this?" said the Colonel, still one of the few who did not see this Dr. Essex as a very impressive figure.

"Simple logic Colonel," answered Dr. Essex, not daunted by the Colonel's skepticism, "As the old saying goes…If you do what you have always done, you will get what you have always gotten."

This mark of wit and intelligence triggered a silent fury of discussion among the scientists and military officers. While the Colonel didn't look very amused, many others present found a great deal of validity to this man's words. He definitely seemed to know what he was talking about and he seemed so confident in every word he said that his charismatic presence was just too strong to ignore.

"Doctor…" said the Major as some of the discussions began to die down after a few minutes, "What exactly is it that you are proposing to us?"

Nathanial Essex smiled, glad to see that this was going just as he had envisioned when he was preparing for this very momentous event that he had worked so long and hard for. With the projector still running, he changed slides to show what looked like an elaborate array of bio tanks similar to the ones seen in the Weapon X photo's, but with far more intricate components surrounding them.

"Weapon X tried to turn a single mutant into a living, breathing weapon," said Dr. Essex, beginning with a slight prelude to his inevitable proposal, "They are currently doing the same thing at Hydra…Working under the guise that in order to make the most unstoppable killing machine, all traces of humanity, emotion, and individuality must be erased for optimum efficiency. But as I have said before…Weapon X failed. They managed to create a working specimen that had a great deal of power and potential, but even after wiping clean every memory and sense of self within it, the specimen turned on it's creators and destroyed everything they had worked so hard to create. Hydra is going down that same road with their aptly named Weapon X23 program, working to create a being that is less human and more machine. But we must face facts here…This is the United States of America. We already have the most advanced weapons in the world. And no matter how powerful they may be…A weapon is only as good as the beings who wield it. And for that reason…I propose to you that we not create any new weapons…I propose that we create soldiers."

"Soldiers?" said one of the scientists, "You mean out of mutants?"

"Exactly!" said Essex with an excited look on his face, "Make no mistake about it…This country has the best of the best when it comes to machinery and turning mutants into machines of war is not only foolhardy, but completely unnecessary. We don't need weapons…We need soldiers! Not mindless, emotionless drones…But thinking, feeling beings fighting like true warriors against all those who threaten freedom, peace, and civilization itself! Send a machine into battle and it will do only as it is told…But send a soldier into battle, one who is strong, dedicated, and carries with them the emotion and drive to complete the mission and fight for their country, and they can do so much more than any mindless machine could ever hope to accomplish."

Many of the military officers looked quite impressed and intrigued by this proposal. Such concepts of creating soldiers out of mutants instead of weapons were a great departure from past programs, yet they made more sense when the doctor put it into perspective.

"So for that reason…" he continued, "I propose to you…Project Shadow Cell."

An ominous slide appeared on the screen before them, displaying images of rigorous machinery and training equipment and showing more advanced genetic technology that was clearly many decades ahead of it's time.

"Shadow Cell?" said the general, finding that name rather odd, "Why Shadow Cell?"

"Because it's a fitting name, General," said Dr. Essex with confidence as he looked at some of the positive reactions he was getting, "Shadow Cell…A cell of mutant soldiers operating in complete and utter secrecy. They will not be restricted by the meddlesome red tape that SHEILD and every other agency throughout the government operates on…And in every manner of speaking, they do not exist. They will be the shadows of this country's greatest arsenal for freedom and democracy…Willing to fight and die to stop those who would harm and destroy our way of life. They are soldiers…Warriors…The true knights of America…Able to go into the places no one else can go and take down the foes that no one else can fight. They will be mutants, they will be soldiers, and they will be warriors…The likes of which this world has never seen before."

Dr. Essex's flare for the dramatic was definitely accentuated by his charismatic tone as many of those presence felt somewhat moved by his speech. He was talking about something that they all wished to do…Protect America and the free world from terror and fear. It was a bold task, but it was one that was absolutely necessary for them and the rest of the millions of citizens that sought only to live in peace.

"Well I must say Doctor Essex," said one of the scientists who knew him well from the Prodigy Project, "Such a proposal would most certainly be a bold leap. But what will make these mutant soldiers any different than groups like the Avengers, the Fantastic Four, or Alpha Flight?"

"Oh please…" scoffed Dr. Essex, "The members of those laughable groups are not soldiers…They're puppets that belong in a Saturday morning cartoon…Not on the battlefield. Groups like them still operate under the incessant red tape of their government…Not allowed to go into the truly dangerous and high risk areas where the biggest threats to the world dwell. What I am talking about here with Shadow Cell is creating genuine soldiers…The likes of which have never been seen before."

"But how exactly do you intend to create these proud, noble soldiers as you say?" said the Colonel, seeming as though he was the only one not overly enthusiastic about Dr. Essex's proposal.

"Simple Colonel…" said Dr. Essex as he changed the slides to show what looked to be a sequence of events for carrying out this ambitious project, "We start off with two alpha class mutants…The younger the better. And using the advanced technology and research developed as a result of the Prodigy Project, we enhance their powers and physiology with my advanced bio-mutagenic accelerator."

"Wait…Bio-muta what?" said the Major, not being among the knowledgeable scientists present in the crowd.

"The bio-mutagenic accelerator," proclaimed Dr. Essex proudly as a slide of the elaborate apparatus appeared on the projection screen, "All the information and data gathered by the Prodigy Project has culminated in this marvelous machine and is the true fruits of all my many years of hard work."

"But what exactly does it do?" asked the General, curious at strange, yet advanced machine.

"There's…No easy way to explain it if you don't have a PHD in biology, genetics, and physiology," said Dr. Essex with a slightly humored grin, "But in retrospect…What it does is accelerate a regular alpha level mutation, which are the mutations that best show in all full blooded mutants. There are certain levels of intensity in alpha class mutants…But in any given specimen, the mutation is incomplete in a sense, which results in powers and abilities that are hard to control or not as strong as they could be. And what this machine does is take the X-gene that makes a mutant a mutant…And accelerate its growth and maturity, completing it to its full potency, giving the affected mutant the greatest possible power and control over his or her abilities. In addition, the gene is used to integrate a new level of functioning into the rest of the DNA sequence, enhancing every single cell from the neurons that make up the brain and nervous system to the muscles cells that give them strength and coordination. Every cell will be enhanced…Their mutant powers will be enhanced…But unlike previous projects like Weapon X and Prodigy, they will have the capacity to control these great powers and even manifest new ones depending on the X-gene."

"Sounds like a steroid for mutants," commented the Major.

"In a way…It is," said Dr. Essex with a laugh, "It will take an alpha class mutant and turn into a class of great power…Which I have appropriately dubbed the shadow class. Since there's no way such enhancement can be made my nature, it is a phenomenon that deserves a classification all its own."

Enhancing living beings to such a state of power seemed like something right out of science fiction, yet everybody present seemed very intrigued by the possibilities this could create. Soldiers of such great power could definitely do more than a regular human and the technology involved in accomplishing this seemed like something nobody had even dared to dream yet. Never the less, Dr. Nathanial Essex stood in a poise of confidence and knowledge, making certain that everybody present knew just how serious he was about this.

"Are you certain this machine will work?" said one of the scientists, still trying to go over the logistics in his head.

"But of course…" assured Dr. Essex, "All the trial, error, and adjustments have been made and fully calibrated thanks to the Prodigy Project."

"But then what do we do once we give these mutants such powerful enhancements?" asked one of the many officers present still looking over some of the slides that Essex had shown.

"That, my friends, is where the interesting part begins," continued Dr. Essex in a confident tone, "Once their powers are accelerated and optimized, then the subjects will undergo the most extensive training that anybody has ever gone through before. I'm talking intense, intense, intense! I'm talking training from the whole works…Army, Marines, Navy Seals, Special Ops, and Delta Force. We must train these soldiers in EVERY facet. That means proficiency in every kind of weapon from a gun to a nuclear bomb. That means proficiency in the most advanced forms of hand to hand combat every conceived my man. That means skills honed to perfection in dealing with interrogation, infiltration, stealth, computer hacking, flight, survival, assassination, extraction, emergency medical treatment, vehicle operation…EVERYTHING! This is the most advanced military on the face of the planet and we must train them with the most rigorous and advanced skills ever conceived so that when the time comes, they'll all be ready and willing to tear apart the enemy with their bear hands! Just remember…We are not creating weapons here…We are creating soldiers…Driven by loyalty, compassion, strength, honor, and valor."

"And just how do you intend to control these powerful, skilled soldiers that you say will not have any kind of mind alterations whatsoever?" quipped the Colonel, not sounding completely swayed just yet by the doctor's ambitious plans.

"That, Colonel…Is where your GURSO unit comes in," grinned Dr. Essex, almost as if he had known the exact statement the Colonel was going to make before hand.

"My GURSO unit!" exclaimed the Colonel.

"Of course Colonel…They're perfect for the job," said Dr. Essex in a tone that seemed to silence the Colonel's harsh tone, "GURSO can't be deployed as long as mutants stay secret and they have all the necessary equipment in order to do the job…And keep in mind, many of the hardware they use comes from MY technology. It's simply a matter of checks and balance Colonel…One of the very principles our government was founded upon."

Many of the officers and scientists present looked quite impressed by such a proposal. It was like taking the ideas of Weapon X a step further towards creating the ultimate protection for the United States. Soldiers had long fought for this country and protected it in times of crisis. From the American Revolution to World War II and Vietnam, it was the soldiers that mattered more…Not the weapons. And now, they all had a chance to do something truly amazing with the power and knowledge they had while leaving their mark on the secret history of the shadows of power.

"Not bad doctor…" said the General, looking back at the doctor with approval, "I have to say I'm impressed. It appears that you've done your homework on this."

"I was always a good student, General," smiled Dr. Essex.

"So it seems," added the Major, "So this would mean that the science division would handle the mutagenic aspect and the military division would handle the training?"

"For the most part, yes," answered Dr. Essex, who still had an ace up his sleeve, "But with one added twist that I have not yet mentioned."

"And what might that be?" asked the Colonel suspiciously.

Dr. Essex was getting rather annoyed with the Colonel's pestilent presence since he didn't seem to trust him in the slightest, but knowing he was only one in a sea of many that were already putty in his hands, he shrugged such attitude off, not letting it get in the way of this great feat he had worked so hard on for longer than anybody could possibly imagine.

"While the military will train these soldiers in every possible manner," said Dr. Essex as he grabbed hold of a folder that he had kept under the podium for this very special occasion, "I believe that if we are to bring these powerful soldiers to another level of sophistication and efficiency…They're going to need somewhat of a mentor in their lives."

"A mentor?" said the Major, "What kind of a mentor?"

"The kind that knows everything there is to know about the kind of work that they'll be doing," explained Dr. Essex as everybody eyed the folder he now held in his hands, "Keep in mind, Shadow Cell will operate outside of many traditional rules since in many ways…They won't exist. Therefore, they will operate not only as soldiers, but as…Well, more like employed mercenaries for lack of a better word."

"Mercenaries?" said the Colonel, not liking his use of the word one bit, "What do you mean by mercenaries?"

"Calm down Colonel," coaxed Dr. Essex, still undaunted by the reaction he got from that word, "I simply mean to say that if our soldiers are going to operate outside the box…They must have a mentor who operates the same way. And what better person operates in such a way than a mercenary?"

"Wait…" said the Major, stopping the doctor before he could go any further, "Surely you're not suggesting that we let our own soldiers be trained by people like Deadpool or Bullseye?"

"Oh of course not Major," said Dr. Essex with a light hearted laugh, showing that he was truly not worried about such a notion, "Mercenaries like that have no place in teaching soldiers. What we need is a mercenary with more subtlety…One who has a greater sense of personal honor rather than eccentric maliciousness."

"Well then who do you have in mind?" asked the general.

"One of the best in the world," said Dr. Essex with a grin as he tossed the folder onto the table for the lead officers and scientists to read.

The Colonel was the first to see the contents of the folder. It contained what looked like fuzzy pictures and criminal records written in several different languages. But in these pictures, an ominous image looked back at them that would have sent chills down the spine of one who was feeble. They showed a large, imposing woman with short blonde hair, sporting an all black outfit with a large trench coat and holsters strewn across her body. She looked quite tall for a woman, but she was very well built…Almost molded to perfection in a way as her presence in the picture prompted an instant reaction among those familiar with her ominous name.

"Doctor…Is this…" began the General, but the doctor soon cut him off.

"Olivia Noriscovich…" proclaimed Dr. Essex in an undaunted tone, "But she's better known to the rest of the world as Magnum."

The rest of the officers pooled over her papers, reading up on this dark and mysterious woman's exploits. Some already knew of her…Others hadn't and they were met with some rather chilling details as they read the vast collection of reports that spanned back over a decade.

"Good Lord…" said the Major, who was one of those who was unfamiliar with this woman.

"Indeed…" said Dr. Essex with a humored grin, finding some of their reactions to be almost funny in a way, "Magnum…A mercenary and a fighter in a class all her own. She's been in the top ten of Russia, SHIELD, and Interpol's most wanted list 13 years running. She speaks multiple languages, has hundreds of kills to her credit including prominent political figures, has mastered every single form of hand to hand combat ever conceived by man, and is refuted to be the greatest gunslinger who ever walked the face of the planet. She always carries a 44 caliber magnum that she made herself with adamantium parts and she's operated pretty much every firearm imaginable."

"You can't be serious doctor…" said the Colonel, who was beginning to think that this man was a few beakers shy of a chemistry set, "Why her? Why this raving psycho who by all accounts should be rotting in a Russian Gulag?"

"Because Colonel…She is one of the best," answered Dr. Essex simply, "She's a perfect mentor for our soldiers. She was born into the Russian Mafia, she was trained and taught by former KGB agents, and has been a tried and true killer all her life. She is the creator and master of the most advanced fighting style on Earth, which she has coined CQC, or close quarters combat. On top of that…She has NEVER failed at what she does. No matter who she is supposed to kill or what she is supposed to accomplish…She manages to succeed and allows absolutely nothing stand in her way and that's exactly the kind of efficiency that Shadow Cell needs. I have spoken to this woman personally and she has everything we're looking for. She's loyal, trustworthy, and she knows how to keep a level head. She's perfect for the job…Nobody else could possibly fit the profile of everything we need these soldiers to be."

"But how do you expect this very dangerous, not to mention very elusive, mercenary to agree to be a part of this?" asked the General, who seemed to follow the doctor's logic while other officers were still trying to process this proposal, "I'm familiar with Magnum's history and I know she doesn't like to mess around."

"Do not concern yourself with that, General…I have taken care of it and I have already arranged for Magnum's complete cooperation with this project," assured Dr. Essex, his poise not skipping a beat.

"And just how did you manage to do that?" said the Colonel suspiciously.

"Simple Colonel," replied the doctor, "I made her an offer too good to turn down. As you are probably aware, she is currently on the run after her last assassination of a prominent political figure in England. Currently, she needs asylum, safety, and the one thing that all mercenaries crave…Money. Now don't worry about her hefty fees…I can easily pay her with plenty of money from my own pocket. Just trust me on this one, I have already spoken to her and she has already lent her complete support to this project."

"And all she wants in return is money and a safe asylum here in the states?" said the Major as he looked over some of Magnum's shady history.

"Among other things Major," answered Dr. Essex, "She was also quite intrigued at the opportunity that I presented her. Like I said before, this is a woman with a sense of honor and pride and being the one to teach and train the greatest soldiers ever conceived by humanity is something that she has clearly taken a great interest in."

"But how do we know she won't backstab us?" inquired the Colonel, still noticeably skeptical, "She's a mercenary for crying out loud!"

"You need not concern yourself with that Colonel…For I can personally assure you of Magnum's complete loyalty and cooperation," assured Dr. Essex with full confidence, "She's currently on the run and is in need of a place to hide from the numerous law enforcement agencies that want her captured dead or alive. And as long as she's with Shadow Cell, no one can touch her. She has a strong incentive just as we do…And she will do her part as long as we do ours."

With those final words, Dr. Essex turned off the projector and flipped the lights back on. All eyes were now on him as he looked back at the vast array of powerful names that he now had in the palm of his hand. It was clear that they were all intrigued by this proposal and each one of them had their own reason for wanting to be a part of it. Dr. Essex knew that this would be one of the most ambitious black programs ever carried out by this or any government. They had their stake in it…While Dr. Essex had his own.

"So there you have it ladies and gentlemen…Project Shadow Cell…The program to create the ultimate soldiers to protect and safeguard this country and all the freedoms we hold dear," proclaimed Dr. Essex as he stood before his colleagues, ready to make the final push to bring this dream of his to life…This dream that he had worked on for longer than anybody could have possibly imagined, "Now make no mistake about it…The world is becoming a very dangerous place. The Cold War may be over…But more countries hate America now more than ever. Whole nations throughout the Middle East have declared a holy war against this country and every living soul within it. The Russian Mafia is selling some of the most advanced and deadly hardware to terrorist and militia organizations throughout the world at bargain basement prices. Drug cartels in Latin America are exacting an increasing level of influence on both government and society while bringing forth untold violence and bloodshed. Rogue nations are pursuing chemical, biological, and nuclear weapons with unbridled determination. Dictators are turning their own people against us…Militias on every continent seek to destroy us…And let's not forget the terror cells that operate within our own country."

Dr. Essex's voice and tone garnered the full attention of all those present, for nobody could deny the truth in his words. The whole world ran with rivers of blood and animosity. So many people fought to bring terror and fear to the masses and yet there were so little resources to deal with them all. Yet despite this, there was a definite level of hope in the doctor's tone as he felt their eyes on him, watching with great ambition as he kept presenting to them an opportunity too good to pass up.

"Now don't think that I am not aware of the situation everybody here is in right now," said Dr. Essex, going in for what he hoped to be the key card he would use to get all the support he needed, "I know that you all don't exactly have the cleanest records. Many of you have been reprimanded for numerous infractions…Some of which I'd rather not go into. But you all have one thing in common…The desire to exact your true influence. Now Shadow Cell will compete head to head with Colonel Nick Fury and SHIELD as well as every other major intelligence, law enforcement agency, and weapons program. And if it is a success…Then no level of the government will be able to deny our efficiency and prowess."

These last words triggered a fury of discussions among the scientists and officers as they considered what Dr. Essex was offering. Because of unclean records, many of the individuals present were stuck in their current position…Unable to forge ahead. Yet with this shady program…They could one up the government that was holding them all back, keeping them in the woodworks until they got tired of handling them. Even the Colonel couldn't deny the truth within the doctor's words even though there remained a lingering amount of suspicion. Never the less, from the looks of it, Dr. Essex was giving them all an opportunity too good to pass up and for a shot at true glory…Many of them couldn't afford to let it pass them by.

"So there you have it…" proclaimed Dr. Essex proudly as the chatter began to lessen, "My proposal…Project Shadow Cell…Now lays before you. The money in the vast black budget already has a remote facility in upstate New York slated to be the headquarters of this whole operation. The endless resources at our disposal are there and waiting…Needing only the consent of those standing before me to set it into action. You all may not be in absolute favor with the higher ups back in Washington…But with the help of this project, we will show them all what we're capable of! It's either that…Or you can stay Nick Fury's prison bitch for the rest of your careers…The choice is yours."

Dr. Essex watched as the scientists and officers discussed the critical matter at hand. He had said everything he needed to say and he had given them everything they needed to know…Well, almost everything. Nathanial Essex was an enigma in a class of his own to all those who knew him. His mystery was matched only by his dark demeanor, but nobody could deny his brilliance. This man knew what he was talking about and he had knowledge and expertise that was decades ahead of it's time. What he was proposing was very ambitious…But the possible rewards and benefits were simply too great to ignore.

"Well what do you think Colonel?" said the Major as he and the General leaned inward to silently discuss their choice with the other officers.

"I think this guy is a little off the wall," said the Colonel, still not sounding very fond of the doctor who had seemingly captivated everyone with his vast knowledge and ambitious plans.

"No one is refuting that Colonel, but you can't deny the man's brilliance," said the General, who had more influence than the Colonel, "He has knowledge and know how the likes of which nobody in his field has. He's headed black projects before and what he is proposing had the potential to finally balance out the power structure in the military community."

"But this project is full of too many unknowns!" exclaimed the Colonel under his voice, "We can't afford to get into something this ambitious and fail…It will be the end of us!"

"And if it succeeds, it will give the higher ups something to think about when considering the safety and protection of this country," said the General, "Besides…You know as well as I do that we can't have Nick Fury as the undisputed godfather of national interests. There needs to be balance and I know just as well as you do that we all have plenty to grudges with Fury and other organizations out there that don't want anything to do with us."

This seemed to silence the Colonel as he looked completely outvoted and outnumbered in his stance on this project.

"The safety of this nation comes first, Colonel," said the General, feeling as though he had made his decision, "And if it's at all possible to enhance that safety, even if it means breaking a few rules, then we must seize the opportunity while we have the chance."

"But what if this guy backhands us?" said the Colonel, still suspicious as he looked back at the shady doctor still standing confidently at the podium.

"We'll keep an eye on him Colonel…Nobody goes unwatched in our field, you know that," assured the General, "And because you're GURSO unit will be such a vital part of this project, then maybe you would be best suited for this job."

"What do you mean?" asked the Colonel.

"I mean…You would be one of the critical heads of this project," said the General, "I'll be busy keeping Washington on our side, but you would be perfect for maintaining a balance with Dr. Essex. Now whether you like the man or not is not my concern…But what we must remember is that this could be our one big hope towards breaking the chains that are holding us down…And with or without you, I want to move ahead."

It was not everything the Colonel expected, but it was a good compromise for them all. If he had the capabilities to balance out the doctor's influence, then it would definitely help him sleep easier at night. With one last glance at Dr. Essex and his rather sinister demeanor, the Colonel gave the general one last approving nod, making his choice clear as the all those present appeared ready to state their final decision.

"Dr. Essex…" said the General as he stood up, bringing everybody's attention back towards the front podium, "I think we have made a decision…And we choose to hereby go ahead with Project Shadow Cell. However, we do have one minor condition…The Colonel here must be given executive authority with the project heads and is to retain his power over the GURSO unit as a policing force of whoever and whatever is involved with this project. Do you accept these terms?"

"Hmm…Sounds like a fair deal," said Dr. Essex, not daunted by this, only feeling annoyed that he would have to contend with the ever unscrupulous Colonel, but this didn't matter to him…Not with the big plans he had brewing for this most ambitious project, "I accept."

"Very well then Doctor…" said the General with an approving glance towards him and the rest of the scientists and officers present, "I shall get right on setting up the black budget while the protocols for instantiating a new program are initiated."

"I'm already one step ahead of you on that one, General…" grinned Dr. Essex as he tossed the General and the rest of his new subordinates another folder, "Everything is already set up and the facility needs only a few modifications before we get started."

"That's good to hear…The quicker we get started, the better," said the General.

"Just one more question though, Doctor," said the Colonel, ever the balancing force in this matter, "How exactly do you plan to find the first two alpha mutants to go through this project anyhow?"

Doctor Nathanial Essex merely shot the Colonel a sinister grin, as if he had known exactly what he had been thinking before he even said it. His mood now shifted towards one of renewed excitement, for the specimens for this most ambitious project were among the most coveted aspects of his true goals with this project.

"I've already arranged that Colonel," said the doctor as he presented him and the General with two ominous sheets of paper, each one portraying and describing a young mutant no older than 10, "I have been watching over these two for many years…I have kept track of them for so long now and they have absolutely everything I'm looking for."

"Wait a minute…These look like kids!" exclaimed the Colonel, "How do you expect to turn kids into soldiers!"

"By starting them off at a tender young age, Colonel," grinned Dr. Essex with a great deal of intent in his words, "They both have amazingly strong potential…They both have everything I need. They are both orphans and have rather dark lives, so extracting them won't be a problem…I assure you of that. Just leave it to me…With what I have planned and the steps I have already taken, they will become the most powerful soldiers we can muster. They will be the bread and butter of the most ambitious project ever assembled by this or any other nation. They will be the first…But hopefully not the last…Soldiers of Shadow Cell."

Having no other word to go on other than the doctor's, the fate of the two young children described on their papers were left to Doctor Nathanial Essex. Everybody else would have their part in carrying out this most ambitious of projects…But the doctor who conceived it would be the one to handle the most important aspects of it whether his superiors liked it or not. But no matter how confident he seemed…Nobody could deny the very sinister undertone to this man's demeanor. However, as he held the images of his first two test subjects Shadow Cell in his hand, Dr. Essex took a moment to look away from all his colleagues as his eyes flashed an ominous red color when nobody was looking as he grinned at the images he was soon to extract and mold to establish his true and ultimate goals. They were two very familiar names…Ones that he had been more influential with than he had let on…Yet they were still young children. And even though nobody knew Dr. Essex's true reasons for wanting them…He was completely intent on bringing forth and using the two young mutants known as Scott Summers and Jean Grey as the first major stepping stone to fulfill his very sinister plans.

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AN: There you have it! The first chapter of "Sinister Soldiers!" Ominous is it not? Nathanial Essex, or Mr. Sinister as you all know him, is planning something very big! And whatever it is, Scott and Jean look to be a big part of it. This is only the beginning folks! A prelude to something much bigger! So what do you all think? Do you want to read more and see where this story goes? Please tell me! Send me your reviews via email or post them on the fanfiction website! I don't care what you do as long as you REVIEW! Thanks a lot for reading everybody and I wish you all the best!

IT HAS BEGUN! SO PLEASE BEGIN TO REVIEW!


	2. Specimens

**Sinister Soldiers  
Chapter 2: Specimens**

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Wow, this fic is off to a great start review wise! You all are so kind and I can't tell you how much it means to me! But before I get on with the action, a quick word to those wonderful people who took the time to review!

**Heartsyhawk: **As always, I'm grateful for your support my friend! You kind words are always an inspiration. And I'm glad you liked Magnum in the last story because she is going to have a MUCH bigger role in this story! This is a story unlike anything I, or anybody else for that matter, has ever done…And I am deeply grateful for all the inspiration you've given me. Thank you.  
**Quillian: **I know…It's hard to resist the allure of Mayhem and Agent-G's world. Without it, this fic would never be as good as it could be. I'm honored you think so highly of it already and I sincerely hope you continue to enjoy it because believe me, there's a LOT more to come!  
**Silverdash: **Hey Tim! Love the new name! I'm glad Agent-G and I have helped feed your love for Evo and I hope this fic adds to that because it is the most ambitious thing I've ever done! Take it easy my friend and thanks for the support! Peace out!  
**Agent-G: **Hey, no problem my friend. This fic is entirely dedicated to you man! Thanks to your generous contribution with Mayhem, this fic is sure to be truly awesome! You rock my friend! I hope you like how I handle this! Stay cool like you always do! Peace!  
**Simba317: **It's great to hear from you my most loyal reviewer! You know I always enjoy reading your oh so kind reviews and this was no exception! But unfortunately, the Romy won't come for a while…But believe me, it'll come eventually! Just be patient. As for Dr. Essex, I wanted to make him less psychotic and more complex then his usual persona. I'm exploring many new grounds with this fic, so expect the unexpected! I really look forward to hearing from you in the future and thanks again for leaving such an awesome review! You rock! Peace out!  
**Jenskott: **Yes! I agree with you my friend! Metal Gear totally kicks ass! It helped inspire this fic and you'll see just what it leads to in due time. As for Sinister, yes, I enjoy working with him, mainly because he's such an interesting character. But in this fic, he'll be quite different. He'll have far greater depth and character instead of being his usual raving self. But you'll see just what an affect that has later on! Thanks a ton for the review! I hope you continue to enjoy this! Peace out!  
**Lil Jean: **Yeah! You're back! I'm glad you liked my last fic and I hope you like this one! Trust me, it's going to be one to remember! It's great to hear from you again! Thanks for the review!  
**KSimonT-X: **Wow, I'm honored you admire my work so much! I honestly have thought of becoming a novelist at times, but my heart is in comics. This fic is certainly no exception. Both Agent-G and I have corresponded on this fic and it is certain to be one to remember! This fic is going to be huge, so I really hope you like it! Thanks for the review! Peace out!  
**Diaz F: **Always great to hear from you my friend! And just to clear something up, the X-men themselves aren't used as soldiers…It's a bit different than that. It'll become clearer, trust me! I hope you like it and thanks as always for your wonderful support!  
**Communist Penguin: **Hey! It's great to hear from you my friend! I'm glad I've managed to capture your attention with my writing again! And to answer your question, the GURSO unit is a special mutant fighting task force that I got from the X-men: Legends video game. And since this whole fic was inspired by video games, I figured…What the hell. I hope you continue to enjoy this fic! Believe me, there's plenty to come! Thanks again! Peace out!

Also, a special thanks to: **Wen1, Howlerdrode, Sprocket, Reality Bender, Jesi0546, Sweety8587, Speedy Gonzales, Aaron, X00001, Amazing Redd Phoenix, Summers Groupie, GothikStrawberry, Mark C, Skin2skincontact, Telepathic Angel, Strayphoenix, and Jaguar.**

Well there you have it! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks a ton for the reviews and I hope you continue to enjoy this fic!

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It was a beautiful late summer day in the cool, crisp air of Alaska. The months of July and August were always nothing short of pristine in the northernmost state of America and this year was certainly no exception. The humidity was low, the sun shone high in the air, and the warm temperatures made the weather seem perfect to anybody who walked outside.

This aura from the beautiful weather seemed to permeate at a local private airport not far from the outskirts of Anchorage. It was a little busier than usual on this day since many people seemed eager to take advantage of this perfect time of year in the Alaskan heartland, but this didn't stop many families from wanting to take some time off from the busy day to day living that they all knew and experienced all too often. And one of these families that shared that mentality was that of Christopher Summers.

The former Air Force pilot was greatly looking forward to a nice relaxing long weekend with his wife, Katherine, and his two young sons, Scott and Alex. Work had been so tiring for both him and his wife and he was very eager to spend some quality time with his family. They planned to fly up to the lake deep within the picturesque Alaskan forest and spend a nice long weekend in a quaint little cabin that they had stayed in many times before. They were going to be riding a rather old, yet still very sturdy propeller driven plan that had the capability to land on both water and runways. Christopher had been flying for many years and was a very experienced pilot, so he kept the plane in the best working order possible, maintaining it meticulously and thoroughly.

Major Christopher Summers was making some of the last few checks of his plane as he watched with a smile at the sight of his wife and two young kids playing just outside the hanger, waiting for the final word from him so they could be on their way. He turned towards one of the mechanics who had been helping him get ready, looking rather stoic keeping a rather silent undertone, which was very unlike the usual mechanic that helped him with such matters. Never the less, the man seemed to know perfectly clear what he was doing when he made all necessary checks and went through all the proper protocols that Christopher knew by heart now.

"How are things looking on your end?" asked Christopher to the tall, dark mechanic as he was checking some of the engines, ensuring that they were in working order.

"Very good sir…This baby looks like she's ready to go," said the mechanic in a deep tone, "You definitely seem to have an aptitude for maintaining an aircraft. I feel as though my presence here is rather redundant."

"Well, over a decade in the Air Force teaches you a thing or two about planes," said Christopher with a smile as he checked the fuselage to make certain that the luggage compartments were secure.

"If only more people had your kind of skill, then maybe things at airports wouldn't get so hectic," commented the mechanic, who kept his face hidden for the most part and stuck to his duties working on the engines, "But then again…If that were the case, I would be out of a job."

"I guess so," said Christopher with a laugh, who was now eager to get in the air and went to summon his family, "Come on kids! We're all ready to go!"

"Yay!" cheered young Scott Summers as he and Alex crowded around the entrance to the plane as they had done many times in the past, "I call window seat!"

"No fair!" said Alex, "You had it last time!"

"Did not!"

The ensuing sibling bickering evolved from there as Katherine Summers met up with her husband as he wiped his hands clean from engine grease and stood ready to depart.

"That was quick," commented Katherine as she smiled at the cute little picture of Scott and Alex wrestling over who got the window seat.

"Well I know you and the boys have been looking forward to this little vacation for quite a while now," said Christopher as he looked back at his wife, glad to finally have an opportunity to spend time with her and their boys for the first time in what seemed like forever, "And you know me…When I'm really motivated, I can work at superhuman speeds."

"That you do," smiled Katherine as she felt her husband snake his arm around her waist they made their way onto the plane.

The mechanic who had been working on the engines had already finished up his final duties and was standing back in wait, cleaning his hands as he watched the picturesque scene before him. His dark black hair and V-shaped goatee was hidden by a hat and standard gray body suit that every other mechanic at the airport wore, but the ominous smile on his face could not be hidden as he saw the family comfortably make their way into the plane and prepare for the one hour flight up to the lake.

"You're all cleared to go sir!" said the mechanic, looking towards the open side window of the plane, "Have a nice vacation with your family."

"Thanks!" said Christopher as he waved to the mechanic who had helped him while the engines fired up and the plane began to make it's way out onto the runway.

Everything looked normal and went smoothly as the plane took off like it had many times before without incident. The family of Christopher and Katherine Summers looked jubilant as they ascended into the beautiful Alaskan air on route towards a nice weekend of relaxation. However, as the plane ascended higher and higher into the sky, the dark mechanic who had been working on the engines looked back with a sinister grin on his face, his eyes now glowing an ominous bright red as he stared up at the family he had just 'helped.'

"Perfect…" he said in a strange, modulate tone, "Enjoy your vacation while you can…For it will have a very sinister conclusion."

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The flight to the lake went without incident as the Summers family landed in the calm waters of the remote Alaskan lake not far from the cabin where they would be staying at. The weather was beautiful, the scenery was majestic, and everything seemed so peaceful in this beautiful natural setting.

Christopher and Katherine Summers along with their two little boys spent the majority of the long weekend catching up on all the time that seemed to have slipped by in the busy, hectic world back in the city. Days were spent lounging around the lake, playing catch, fishing for trout in a nearby stream, hiking through the woods, and overall just spending time together as the close knit family that they were. Everything had gone so wonderfully…So peacefully in the pristine wilderness setting. It was a desperately needed vacation on their part and it proved to be every bit as relaxing as they hoped it would be.

But as with all vacations, it had to come to an end sooner or later. After a nice long weekend, the Summers family was ready to head back and return to their home in Anchorage. It had been a wonderful family getaway and it was somewhat of a shame that it had to end so soon, but they all hoped that there would be plenty of time for more family excursions like this in the future.

The plane took off from the water as it had many times before into rather cloudy skies to the south, but Christopher was an experienced pilot and he had navigated such conditions before without incident, so neither he nor his family were very worried as the old plane ascended into the evening sky and set their flight path back towards the airport. The two young boys were both tired and stayed unusually silent in the back seat, looking eager to get home, but still wishing that the vacation could have lasted longer. Both Christopher and Katherine smiled back at their tired young boys, finding it rather humorous how such young children could be so full of energy one moment and so tired the next.

"Looks like they wore themselves out," commented Christopher as he looked back briefly at his two young sons.

"So it seems," said Katherine in agreement, "I guess even energetic little children have their limits."

"I guess so…" said Christopher as he smiled at the sight of his sleeping boys.

"This was a really wonderful trip Chris," said Katherine as she turned back towards her husband, "It went better than I ever could have hoped."

"Well you and the boys deserve it," smiled Christopher, "I know I've been working myself silly these past few months, losing precious time as the kids start to grow into their own. But I promise…It'll all be over soon. Once I've worked through all my obligations at the airport and with the service, I'll have nothing but time for my family. And I promise you…I will not squander a single moment of it."

"You know I'm going to hold you to that," replied Katherine as she smiled warmly at her husband's promise, knowing he never made vows that he wasn't willing to keep.

"I had a feeling…And I would hope for nothing less from the woman I married," he said with a warm smile as he took his wife's hands in his while the plane continued to fly through the cloudy skies.

Then suddenly…The small plane was hit by a massive jolt that shook the two young boys right out of their light slumber.

"Daddy, what was that?" asked young Scott Summers.

Then, there was another jolt and the deafening bang of what sounded like an explosion, causing numerous alarms to blare throughout the small plane. Christopher Summers tried to draw on his many years of experience to frantically work and determine what had happened, but before he could do very much, another explosion echoed through the air, this time from the other side of the plane. Looking out at the wings, Christopher Summer's face turned to one of unbridled horror as he saw flames shooting out from the engines, causing a thick, noxious smoke to fill the interior of the small plane.

He looked over at his wife, who had a truly scared look on her face as she smelled the smoke in the air and looked back at their dazed and confused young children.

"Daddy…Something's burning," said Alex with a cough as more fumes poured into the passenger compartment.

The plane was rocked by another series of jolts and Christopher watched in horror as all of his instruments suddenly went dead. He looked back out at the engines and then back at his family…Until he finally reached a terrifying conclusion…They were going to crash.

"Get the parachutes!" he said to his wife as he struggled to manually engage the autopilot so as to keep the aircraft stable.

Katherine didn't waste time as she scrambled to the back, which only caused more confusion among little Scott and Alex as they began to grow quite scared at what was happening. As the older woman opened the emergency compartments housing the parachutes, she was shocked to find that the flames had seeped through the interior and had damaged the parachutes. One was still burning with flames while another one was already burnt to a crisp. There were only two…And there was no way of knowing if they had been damaged as well. But there was no time to find out as more turbulence rocked the plane and threw both Scott and Alex out of their seats.

Katherine quickly rushed over to her scared children's aid while Christopher finally managed to get the auto pilot working to keep the plane steady. But they were still losing altitude and there wasn't much time before the fires hit the fuel tanks. Looking back at his frightened family…He knew what he had to do.

"Hurry! Put them on!" urged Christopher as he saw only two parachutes, each one fitted only for a children's body.

"Mommy, Daddy, what's going on?" said a very scared Scott Summers as he began to take in just how frightened his parents were.

"Please honey," coaxed Katherine, trying hard to hide the fear in her eyes as she frantically worked to get the parachutes on the two scared little boys, "Just put these on…Everything will be okay."

The noxious fumes caused everyone on the plane to cough as the flames on the engines grew bigger and the turbulence grew more intense. But despite this, Christopher Summers managed to fight his way through the fumes and force open the hatch, sending in a powerful blast of cold Alaskan air through the small plane. Upon seeing this, both Scott and Alex began to ascertain what was going on, but their young minds didn't want to process it as their little legs almost refused to carry them in their state of heightened fear.

Both Christopher and Katherine Summers exchanged solemn looks…For they both knew what they were about to ask of their two sons would be truly horrific, but it was the only way.

"Scott…Alex…" said Christopher, trying to hide the sorrow in his tone, "I know you're both scared…But your mother and I are going to need the two of you to be very brave and jump."

"No! Please Daddy no!" cried Scott with tears filling his eyes, "Please! I don't want to go! I want to stay here with you and Mommy!"

The tone in his voice was like a thousand hot daggers through the heart as both Christopher and Katherine Summers could no longer bear to hold back their tears as more turbulence rocked the plane. These were their children…Their beautiful little boys…And now they were being asked to leave their mommy and daddy to an uncertain, but dark fate. But there was no avoiding this…There was no turning back. They knew that if they didn't jump…They would all die. And for the old couple, it was a truly heart wrenching decision because it would mean having their children live on while they wouldn't be around to love, care, and nurture them as any parent should.

Both Scott and Alex didn't want to do it and they clung desperately to their parents, not wanting to let go.

"I don't want to go!" cried little Alex, "I'm scared…"

"I know you are sweetie…" said Katherine, choking on her own words, "But we need you to jump. I know you both can do it…I know you both are brave enough."

"But…What about you?" asked Scott with tears steaming down his young face.

Both Christopher and Katherine Summers looked back at their scared little boys and began to cry, not knowing how to explain to such young children that their mommy and daddy were going to die and they were never going to see them again. But they had to live…It was their duty as parents to make sure that their children were safe. And if that meant that they had to die…So be it.

"We'll be fine boys…" said Christopher, his words thick with emotion, "I promise you…We'll be watching over you. Now please…I know it's hard…But I need you both to jump."

Christopher and Katherine Summers gave their two sons one last powerful hug…Knowing that this would probably be the last time they would ever embrace their children…But time was running out. As Scott and Alex stood before the icy Alaskan air, their breath was practically taken out of their lungs as fear consumed their young minds. There was nothing but darkness surrounding the burning plane as they watched the orange flames burn and consume the engines at an ever increasing pace. They didn't want to go…They didn't want to leave their parents. But if they stayed…They would die.

"Mommy…Daddy…Please," cried Scott as he looked back at his parents with tear filled eyes.

"It's okay…" said Christopher to his two sons as he now clung desperately to his wife, "You're both strong enough…I know you are. Just watch over your little brother, Scott. I promise you…We'll always be with you."

Then suddenly, another jolt rocked the plane and Christopher's keen ears knew what that was a sign of…And from that, he knew that time was up.

"Hurry! Jump now!"

With courage far exceeding their years, both Scott and Alex took one another's hand and leapt into the cold Alaskan air. Their parents watched them fall with tears in their eyes as they both held onto each other for what they knew would be their final moments. Scott and Alex hadn't been falling for more than a few seconds before they looked back at the plane still containing their parents…Only to watch in horror as the fires finally hit the fuel tanks and the plane exploded…Incinerating their mommy and daddy.

Both Scott and Alex tried to hold onto one another…But the shockwave from the explosion had torn them apart and some of the flaming debris hit little Alex, causing him to let out a pained scream that burned itself into Scott's mind. They both managed to pull their parachutes and they both opened despite the shockwave, slowing their decent. However, the debris still falling from the plane was showing down upon them incessantly, reeking havoc on their already turbulent decent. Scott knew that his little brother was in pain and he had promised to his father that he would protect him…But as he reached out desperately to him, he watched in horror as the top of his parachute caught fire.

"ALEX!" yelled Scott desperately as he kept reaching through the darkened sky towards his little brother…The only family he had left now.

"Scott…" said the younger boy weakly, trying to reach out to him as well.

Everything seemed so far away…Like something right out of a nightmare. Then…To Scott's horror…He saw the flames finally exact their toll on Alex's chute and watched with tears in his eyes as the fire caused some of the strings to snap…Sending the scared and already injured little boy falling down into the darkness.

"NO!" yelled Scott in pain as he watched his little brother disappear from sight…Knowing there was no hope for him, but wanting desperately to save him.

The young mind of Scott Summers couldn't have taken in anything more horrible. He had just jumped out of a flaming airplane…Looking back only to see his mother and father consumed by flames. Now…He had just watched his little brother fall to his death. No words in existence could describe such a horrible pain as Scott's tears mixed with the icy air. Then…He suddenly felt his decent accelerate as his parachute caught fire as well. However, young Scott Summers didn't seem to register this as the great shock and unequaled trauma to his system seemed to finally take its toll. Knowing his whole family was now dead and not knowing if he himself was about to join them…Young Scott Summers finally passed out as the world around him faded to complete darkness.

* * *

It was a dreary, rainy night on the back roads of Connecticut just outside the city. A long, thick sheet of gray clouds covered the entire sky, dumping a steady stream of rain upon the land below as it had for many hours now. It was well into the evening and there were few cars out and about at this hour and in this nasty weather, but one such car that was making its way down the twisting roads was that of a black Sedan carrying a small family of four.

They were the Greys, a fairly typical upper middle class family from the suburbs of Connecticut. John Grey, a respected professor and family man rode with his wife Elaine and his two young daughters Jean and Sara. They were as close and happy as any family could be, not the kind that would have stood out all that much in a superficial sense. They lived a fairly normal life wrought with few heavy complications and it was a true blessing for them to have such a gift in such a vast and unforgiving world.

"Daddy, could you please turn on the radio? I'm bored…" said eleven year old Sara Grey from the back seat as the black Sedan drove slower down the familiar back roads than usual because of the weather.

"Sorry sweetie, but we can't get any decent reception in this weather," said John, keeping his focus on the road through the worsening weather, "But don't worry, we're almost home."

"Can't we play a tape though?" asked the ever restless and impatient Sara.

"Sara, your daddy needs to concentrate on the road now," said Elaine, choosing to let her husband focus on getting them through this nasty New England weather, "Just sit tight…It won't be long."

Sara slumped back in her seat and let out a sigh as she turned towards her seven year old sister, Jean. Compared to her, Jean wasn't as restless or as impatient. She was more the typical quiet little girl with fiery red hair and a smile that could melt the heart of anybody who saw it. She was young and lived a blessed life that many children throughout the world didn't have a chance to live. Such notions about the ever complicated world just didn't exist in the mind of a seven year old girl and it was that precious innocence that was so important to hold on to, for such joyousness was rare to those who knew the dangers of the world around them.

Jean Grey was looking out her window, fixated on the eerily beautiful scenery that passed by as the car made its way down the winding back roads that they had all been down so many times before. However, this time the dark and dreary rain seemed to add something more to this usually mundane scene and it captivated the young girl's imagination as she looked out with a sense of wonder on her face.

"What are you looking at?" asked her older sister, seeing the way she was staring out the window.

"Nothing…" said Jean, not tearing her gaze away from the passing sights outside the window, "Just watching the outside…It's beautiful, isn't it?"

"Jean…We've ridden down these roads like a zillion times before," said Sara, not seeing what it was that her little sister was fixated on, "I know how they look."

"But it's different now…" said Jean as she smiled at the eerily calm and serene landscape outside her window, "The rain and the night just…They make it seem so pretty."

"That's stupid," scoffed the older girl, "Rain doesn't make things pretty…It makes things wet."

"Sara…" scorned Elaine as she looked back at her ever restless daughters, "It's not stupid. If Jean thinks the rain can make things pretty, then you shouldn't poke fun at that. Everybody sees the world differently…Now apologize."

"I'm sorry…" said Sara, rolling her eyes at her mother's somewhat overbearing nature.

Jean continued to look out the window at the tall shadowy trees that passed them by like an eerie scene from a book or a movie. What some children may have found scary, Jean found almost enchanting as she kept looking out and watching the every majestic world she knew pass her by.

John Grey couldn't help but smile as he looked back at his two daughters and the way they both seemed to bring out the best in the world around them. Both Jean and Sara had such a glowing aura to that it was almost impossible for anyone not to be taken by it's majesty in his opinion. It always brought a warm feeling to his heart every time he felt the gentle peace his daughters gave him when he saw them smile and laugh. And both he and his wife knew that there were few things that could equate to such a feeling.

"It's been a long week for you John," said Elaine as both Jean and Sara seemed to settle down in the back, "Maybe you should take it easy this weekend and let me handle Jean's soccer tryouts."

"I know honey…But it's just one of those weeks, that's all. It will get better," said John with confidence, "And besides, I don't want to miss Jean's first tryouts. What kind of father would I be if did?"

"One who's conscious about his health?" quipped Elaine with a light hearted smile.

"Oh come now Elaine, you know me better than that," said John with a grin, "Family before health."

"Yes, I know…I just feel that it's my job to at least try no matter how redundant my efforts may be."

"And that's one of the many reasons I married you…" he said with a warm smile, "You worry about the things I don't let myself worry about because I'm too stressed."

"Well…If I don't, who will?" said Elaine with a smile in response as the black Sedan turned down one of the most difficult parts of the road.

This was a drive that John had made many times before without incident in weather just as bad as this. Neither he nor his family thought twice about it, placing their trust in him and the car as they simply sat, waiting to arrive back at their home which they had lived in for many years now. Nothing seemed amiss to them and they had no reason to suspect otherwise. But as John began making the turn down the most treacherous parts of the road…Something happened.

Suddenly, the headlights to the car cut off and the windshield wipers that had been going strong suddenly stalled. In a faction of a second, John Grey was completely blinded by the sudden darkness and the obscured rain on the windshield. He tried to keep going down the road he knew so well, but the sharp turns and slick roadways made that all but impossible as time itself seemed to slow down for both him and his family as what happened next happened very quickly.

With a horrifying shriek, the wheels began to skid on the wet road, causing the car to suddenly veer off and careen into the rough, hilly terrain that was littered with tall, imposing trees. John tried to hook the wheel back in order to keep from skidding off of the road…But it was too late.

With terrifying yells echoing through the small car, the black Sedan flipped over as it tumbled down the hills towards the heavily wooded areas below. A paralyzing sense of fear gripped the entire family as everything happened within the span of a few heart stopping seconds. They were powerless to do anything…There was no way to stop it.

The ghastly sounds of shattering glass and bending metal echoed through the car, nearly masking the screams of the two terrified little girls in the back, who were only beginning to process what was going on. Then suddenly…The tumbling car came to an abrupt stop as it finally crashed into a large, imposing tree with a loud bang…Followed by a deathly silence. Then suddenly…Jean Grey let out a terrifying scream as a powerful, painful feeling shot through her mind and she heard the collective cries of her entire family echo inside her head. It was as if she had felt them…She had felt their pain. She had felt the pain of her entire family within her young, fragile mind as they all died almost instantly from the crash.

The air bags had not deployed…Every seatbelt except Jean's had failed. The car was now resting upside down in the thick mud as the rain kept pouring outside. There were no voices…There was no movement except for that of the scared, traumatized Jean Grey as she struggled to undo he seatbelt in highly warped interior of the car. Since hers had been the only one that had not failed…She had survived. There was glass and twisted metal everywhere and a small trail of blood was trickling down from the side of her young face that mixed with her tears of fear and sorrow. There was a powerful pain in her arm and a large bruise on her shoulder that had chunks of glass within it, but the young redheaded girl almost completely ignored it as shock gave way to horror as her fragile mind began to process what was happening.

Finally, she managed to undo the seatbelt and she collapsed to the confined area that was now riddled with mud, rain, and glass. Tears were streaming down the young girls face after feeling what she had just experienced in the depths of her mind. It was so…Strange to her to feel thoughts and sensations that were not from her. No words could describe it…But nothing could possibly equate to the pain and horror that she felt from it.

Feeling dazed and confused, Jean began to take in her grizzly surroundings. There was a slight pain in her neck from the wound on her shoulder and there was still blood trickling down her face as her clothes began to soak up all the mud and rain that was building up around her. Then…She turned to the side of her and was met with a truly ghastly scene.

"Sara…" she said weakly, her voice choked by pain and sorrow.

Her older sister was completely motionless, her neck snapped from the force of the crash. She was completely still with a small amount of blood seeping from her mouth. Jean tried to shake her, hoping she would wake up…But no matter what she did, her big sister wouldn't move…She wouldn't wake up. More tears filled the eyes of the young redheaded girl. The aura of innocence and happiness that once surrounded Jean Grey had been shattered like the glass that lay in shards around her as she wept at the sight of her unmoving sister.

Then…The young girl turned her attention to the front…Or what was left of it. Her parents had bore the blunt end of the crash and since the airbags hadn't deployed and the seatbelts failed, there was no way they could have survived. The windshield had been shattered by the force of the tree and parts from the front had nearly impaled John and Elaine Grey…Killing them almost instantly…Just long enough for them to suffer so that young Jean Grey's mind could sense it.

Her mother's body was completely soaked in blood, for the pieces of glass had practically torn her flesh apart and her faulty seatbelt had almost flung her into it. Jean fought through the pain in her young body and reached up to touch her mother…But all she felt was blood. She then saw her father, whose head impacted the steering wheel with force powerful enough to break his neck while shards of glass impaled themselves in his body. His skull had nearly been crushed because of the force and there was blood trickling down his nose, his mouth, and even his eyes…Which were still open and staring back at Jean with a deathly gaze.

It was a truly horrifying sight for which there were no words to describe. Physically, mentally, and emotionally…Jean Grey was in a state of unbridled anguish. She began crying hysterically as she looked back into the eyes of her dead father, having remembered the last sensations that he, her mother, and her sister had felt in their final moments. It was as if she was in a horrifying nightmare that she could not wake up from and she had felt everything as if it had happened to her. Tears were streaming down her face…Mixing with blood and rain water as she began to shiver in a state of unparalleled fear and sorrow. And through the darkness of the night, the powerful cries of anguish from a truly distraught little girl who had just had her innocence and childhood shattered permeated through the night.

"Mommy…Daddy…Sara…Please…Wake up. Mommy…Daddy…Sara…Wake up…Please wake up…Please…"

Unknown to the deeply distraught and traumatized little girl who was still crying her heart and soul out for the family she had just lost…A dark presence observed the wrecked car from thick woods. The dark, dreary rain and the shadows of the tall trees seemed to blend perfectly around the sinister presence…As if it was attracted to his malicious aura. His body was covered in black…Yet his face and skin were as white as snow. His very demeanor was like that of a demonic figure from a thousand of the worst possible nightmares any conscious being could imagine. His eyes glowed a bright red color that seemed to penetrate the thick darkness of the night and as he looked upon the tragic wreck before him…A sinister smile spread across his face…As if he had just seen exactly what he wanted to as he turned away and disappeared into the night.

**3 Years Later**

In a rather shady part of New York City, a fleet of ominous black cars, unmarked and inconspicuous, pulled up in front of an orphanage. The building looked as though it had seen better days and weather outside was dreary, adding somewhat of a more solemn feel towards the setting. However, this did not seem to register with the occupants of the cars, which were mainly military personnel and causally dressed GURSO soldiers armed with concealed weapons.

In the lead car the general, the Colonel, and Dr. Essex led the discrete, secret convoy and there was constant communication between them on secure bandwidths so they could coordinate themselves to be as inconspicuous as possible.

"Are you sure this is the place?" said the Colonel as he looked skeptically at the run down orphanage before him.

"Positive Colonel," said Dr. Essex in full confidence, "As I have said before, I have been watching over this young lad for three years now. I know this boy's history and I know that he is an alpha class mutant with every bit the potential that Shadow Cell needs for a future generation of elite soldiers."

"Well with all due respect doctor…" said the Colonel as he, the general, and Essex stepped out of the car, "An orphanage isn't exactly the prime breeding ground for soldiers last I checked."

"Sometimes the most precious of gems are found in the dirtiest of places, Colonel," quipped Dr. Essex with a grin as several other officers and a few disguised GURSO soldiers stepped out of the cars around them.

"But are you certain that this kid has what it takes?" said the general as he and the Colonel did a quick survey of the area and the surrounding cars to make sure that they didn't look too suspicious, "I've done some reading on his file…And I'm not sure a ten year old orphan is the best candidate for a project this ambitious. Aren't there other mutants out there that we could use with greater ease and assurance?"

"None quite like this strapping young lad General," answered Essex with a confident tone, "I know it's hard to believe given your lack of expertise in the fields that I have spent the better part of my life mastering, but I have been watching this kid for some time…And he and the girl are the only one I want for this."

"But why them?" asked the Colonel, who was also familiar with the information on these little subjects that the doctor seemed so predicated on having.

"That Colonel…Is a bit more difficult to explain," said Dr. Essex with a grin, "But for now, just trust me on this one. All the work has already been done with these two and it will be easier on us all if we go with what I have already meticulously planned. Both this boy and the little girl we'll pick up later are orphans, so nobody will take much notice in the knowledge that they we'll take them in. In addition, we won't have to deal with the logistics of family matters and it will give as a clean slate to work with when we build them up as a team and a unit."

Dr. Nathanial Essex spoke with confidence and poise as he looked back at the building housing the first of his most precious specimens. Inwardly, he had been waiting for this day for a long time…Longer than any of the officers present could possibly imagine. There were many things driving this enigmatic doctor, but there were few that he was willing to share or reveal at the moment.

"So how are we going to do this doctor?" asked the General as he got final word via radio that they were all clear.

"Like so many other aspects of life General…I feel that it would be best if we keep this simple," answered Dr. Essex as he then turned towards the Colonel, "That means no armed GURSO soldiers present and no excessive shows of force. It would be better if we got young Scott Summers to join us by choice rather than forcing him, for it would ensure future loyalty to our cause."

"And just how are you going to get a ten year old to join something I doubt he has any understanding of?" asked the Colonel skeptically.

"You need not worry about that Colonel…I have already taken care of the matter," said Dr. Essex with a grin, "Besides…Look at this place. Do you really think he'll be leaving much behind by choosing to come with us?"

The doctor's use of logic was good enough for the General as he followed Dr. Essex into the building. Behind them, the Colonel ordered the GURSO soldiers present to stand down, but he kept his radio on just in case. As skeptical as he was about part of this plan, he did see the logic behind keeping armed soldiers out of sight until they were needed.

As he caught up with the doctor and the General, he found himself going over some of the data on this young boy with the file that Dr. Essex had given them when he proposed the project. In addition to being very ambitious, Shadow Cell was breaking quite a few rules by bring children into it…A major violation of international laws to say the least. But given the nature of black programs, laws like that were being broken on a regular basis, so it was pointless to worry about it at this point. Nevertheless, there were still some other points to this project that the Colonel found to be inconsistent even though the General seemed far less bothered by it. Then again, the General hadn't been dealing with mutants as long as the Colonel had.

"This place is a dump," commented the Colonel as he took in the rather dreary building around him, "I don't see how anybody who stays here could be much of a soldier."

"It's a harsh existence Colonel," replied Dr. Essex, "There are too many orphans out there and not enough resources to take care of them all. Some get lucky…Some don't. And in this particular case…We're dealing with someone who wasn't very lucky at all."

"So I see," said the General as he continued looking over the file, "It says here that the boy is the sole survivor of a rather nasty plane crash three years ago that killed both his parents and his little brother. According to his medical history, he was in a coma for three months while they worked to recover what was left of the bodies. The state seized all his family's assets to pay off back taxes and he's been a ward of the state ever since."

"A sad story indeed," said the Colonel as he looked over the papers on the boy once again, "But what's even more disturbing in my opinion is the medical charts that show psychological issues of deep trauma and depression. It also says here that he suffered tremendous child abuse in some of the foster homes he was sent to before he ended up here."

"I am aware of the boy's past Colonel," assured the doctor as they neared the front desk, "But trust me…I know he has what it takes. The deep trauma of loss that he suffered at such a young age will make him easier to mold and aid in utilizing the killer instinct that he's going to need if he is to become a master of the battlefield. You just can't expect it to happen overnight. All projects, no matter how small, require patience…And that's exactly what we'll need with this boy and the little girl we have yet to obtain."

"I have patience doctor," quipped the Colonel, "That's what being stuck in the same rank for the better part of a decade will do to a man. I just like to consider all possibilities both good and bad in any situation."

"Which is why I want you on this project Colonel," added the General, "Thanks to some rather precarious coaxing on my part with the higher ups, I managed to obtain a rather sizable budget to work with. However, given all of our collective histories, we cannot afford to squander it."

"And we shall not, General," said Dr. Essex confidently, "By the time this project is in full swing, the higher ups will be kissing our boots and Nick Fury, the CIA, and all the other organizations that have been holding us back will be left with their thumbs up their asses."

"And that's something I'll look forward to doctor," said the Colonel with a grin, ambitious for true status after so many years of been stuck with grunt work.

As the three men talked to one of the social workers and stated their business, which they had to keep secret for the most part, they were left to wait for the head of the orphanage, who would see to this little transaction personally due to the complicated nature of the situation. While they were all waiting, the General closed the file and handed it back to Dr. Essex, who seemed the most eager to see this curious young boy that he had been keeping track of for some time now.

"So what kind of powers does this kid have?" asked the General as they waited patiently for the head of the orphanage to show up.

"It's rather complicated, General," said the doctor, who knew the nature of the boy all too well, "But in the simplest of terms…His mutation gives his body the ability to metabolize specific energy, namely that of the sun, and turn it into a photo-concussive blast."

"Sounds destructive…" commented the Colonel.

"Which is one of the many reasons why I want him for Shadow Cell," continued Essex, "He's a walking force of firepower…Capable of bringing great destruction to the battlefield. And once he goes through my bio-mutagenic accelerator, that power will be greatly enhanced and perhaps even yield other useful abilities as well."

"I guess we'll just have to wait and see," said the General, who had become all the more eager to see project Shadow Cell manifest after hearing so many of the possibilities that the doctor had told him about, "But if this kid is only ten…Won't that mean it will take longer for his power to show? I thought that mutant abilities didn't manifest until puberty."

"The nature of mutation is very fickle General," answered Dr. Essex in his wise tone, "There is no definite measure yet for which we can predict when and how which genes will manifest and the X-gene is no exception. While you're right that puberty tends to be the main ignition force for most mutants, there are some variations as there are with most things in life. I have learned through my work in the Prodigy Project that it is possible for mutants, particularly high level alpha mutants like the two specimens that we are going to use, to manifest their powers at a much earlier age if they experience some form of heavy trauma or deep stress. It isn't exactly understood how such trauma causes mutations to activate so much sooner, but I can safely say that it is evident in all the studies I've done."

"Well you know more about it than I do doctor," said the General, not fully understanding the complex nature of what Dr. Essex was describing, but not concerning himself with that since it was not his field.

"That I most certainly do…I am the best in my field after all," said the doctor with a rather ominous grin.

"So you think that all these factors are going to make this kid a soldier worthy of Shadow Cell?" asked the Colonel.

"I don't think it Colonel…I know it," he said sternly, feeling completely confident in his knowledge, which he knew was far more complex than anybody could possibly imagine, "This boy…Scott Summers…Will be the first subject of Project Shadow Cell. He has everything we need…He has everything we're looking for. But keep in mind my friends…He is only the first, but he will most certainly not be the last to join the ranks of this most glorious project."

As the every mysterious doctor stood in a poise of complete assurance, both the Colonel and the General had no such words to dispute a man of such determination. Nothing was going to change his mind and nothing was going to stand in his way…That, he had made clear. He seemed completely set on taking Scott Summers and Jean Grey…Two young traumatized children…And using them for his ambitious plans. Then finally, as the head of the orphanage stepped out to greet the three men, a sinister grin formed on the face of Nathanial Essex…For he knew it was time.

* * *

AN: I'll leave it there for now. Scott and Jean's pasts are quite dark in this, but unfortunately they kind of have to be if Dr. Essex is going to use them properly. And just so there's no confusion later on…Yes, Alex did die in that plane crash because of the 'mechanic's' tampering, so he is dead in this AU. Sorry people, but trust me, it works better that way. And now Jean Grey has a dark, troubled past as well. I know it's very different with her experiencing something not at all dissimilar to Scott with losing her entire family in the span of an instant, but like I said, it is somewhat necessary for this fic. In addition, I don't want people to read the same old stereotypical Mrs. Perfect Jean that so many people bash in so many fics. Jean is not perfect at all either way you look at it no matter what universe she's in and I don't think she or anybody else deserves to be bashed in any way, shape, or form. But stay tuned! Things are very different for Scott Summers and Jean Grey in this universe, but you'll just have to read on to see how radically different it is in the coming chapters of this very ambitious story! So what do you think so far? Please tell me! I'd love to know! Send me your feedback via email or post it on the fanfiction website! Either way is fine as long as you REVIEW! Thanks a lot for reading everybody and I wish you all the best!

HOLD ON! DON'T LEAVE YET! REVIEW!


	3. Recruitment

**Sinister Soldiers  
Chapter 3: Recruitment**

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The action and drama just keep coming! But before I begin, a quick word to my reviewers!

**Agent-G: **Yeah, you know Sinister. He's a sick bastard doing what he did. How he went about it is just…Well, sinister for lack of a better word! And for the Prodigy reference, he wasn't referring to other prodigy members…He was referring to Scott and Jean. Sorry for the confusion my friend. The only prodigy kid he'll be working with is Vincent! Thanks to you that is! And for that power, read a bit more carefully and you'll see that saying how it manifests is tricky…Knowing it isn't. Sorry if it was a bit confusing. Thank you for all your support my friend. I can't tell you how much it means to me. I hope you like this chapter as well! Stay cool like you always do! Peace out!  
**Simba317: **Ah your reviews always have a knack for brightening my day my friend! And this one is no exception! Whether it be this fic or "Hellfire and Brimstone," they're always a joy to read! You've seen Sinister's true cruelty with what he did to Scott and Jean's families, but now you're going to see a side of him that's going to make him even more evil than ever before! Just read on to find out my friend because trust me…This story is just warming up! Thanks again for the awesome review! Peace out!  
**Diaz F: **Hey! Hope your flight goes well! Glad you liked the last chapter! Hope you like where it leads my friend! Thanks for the review and have a safe trip! Peace out!  
**Jenskott: **Amen to that my friend! But trust me, this story will have more than just Jott. It's going to be a very far reaching fic for them and many other characters! All the descriptions I've added so far have been painstakingly crafted and it really means a lot to me that you recognized that. I hope you continue to enjoy what I do with this fic because rest assured, it's going to be big! Thanks a ton for the review my friend! Peace out!  
**Heartsyhawk: **Always good to hear from you my wonderful friend! The last chapter really showed the darkness that consumed Scott and Jean's past as a result of Sinister. And because of that, they're going to be quite different in this world compared to the counterparts everyone is familiar with. However, you'll just have to wait and see how different they become! Rest assured, it'll be a long, hard road for them and this fic is just warming up! Thanks a ton for the kind review my friend! I appreciate it! Peace out!  
**KaliAnn: **Thanks for the two reviews! I really appreciate it! As for the comics, Sinister is the only real element relating to it…The rest is all Evo! And as for Scott and Jean, they have always been an obsession for Sinister in the comics, so it's only natural to use them. Add to that…They're also my favorite characters! As for my own jazz on things, this whole altered universe is my incarnation! It's going to be a very different world and like "Evolution of the Heart," it's going to have some very far reaching consequences! Thanks a ton for the reviews! Take it easy! Peace out!  
**KSimonT-X: **Wow, I'm honored by your truly kind words my friend! I'm glad you are so riveted by this story thus far, but trust me…This is just the beginning! Scott and Jean have been changed forever and the world of X-men will never be the same! You'll have to wait awhile to see just how much things have changed, but trust me it'll be something you won't want to miss! Thank you very much for all your kind words on both this and "Hellfire and Brimstone!" You rock my friend!

Also, a special thanks to: **Sliverdash, Quillian, Telepathic Angel, X00001, Summers Groupie, Wen1, Amazing Redd Phoenix, Lil Jean, Jaguar, Communist Penguin, Speedy Gonzales, Randommarvelfan, and Strayphoenix.**

That's it! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Man, the reviews just keep coming! Thanks a ton everybody!

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The three men stood up as the head of the orphanage approached them with a casual stride, unaware of just who was standing before him. He looked to be a man of middle age with a noticeable amount of gray hair and a look of someone who had been doing this job for some time now. The Colonel, the General, and Dr. Essex all stood respectfully before the middle aged man, knowing that they would have to make a rather ambiguous perception of themselves for the sake of this project's secrecy.

"Greetings sir," said Dr. Essex in a friendly tone, "Thank you for meeting us on such short notice. I know things must be busy in a place like this, so allow me to introduce myself. My name is Dr. Nathanial Essex."

"It's a pleasure to meet you doctor," said the middle aged man as she shook the doctors hand, "I'm Taylor Prescott and I've been the head of this orphanage for some 15 years now. One of the social workers said you wanted to see me about something very important."

"Indeed I do Mr. Prescott," said Dr. Essex in his well cultured, well educated tone, "You see, my associates and I are here to inquire about a certain resident of your orphanage."

"Yes, of course," said Prescott, keeping a casual demeanor, for he was always eager to get some sort of help for the near endless flow of kids that flooded this overcrowded facility, "Which one of our children are you referring to?"

The General then handed Dr. Essex the folder with all the information that they had been going over concerning this young boy that held so much importance to them and their project. The doctor proceeded to open the file and show the record of the young boy to an unsuspecting Taylor Prescott.

"A young ten year old boy," he answered as he showed him a small photo, "I am aware that he has been a part of your orphanage here for the past year now after a rather unpleasant stay at a foster home. His name is Scott Summers."

Immediately, Prescott's expression fell and his face paled at the mention of that name. This most certainly did not go unnoticed by the two officers or the doctor, who didn't seem to flinch in the slightest as the old man's reaction.

"Scott Summers?" he repeated as if there was a certain level of unpleasantness associated with that name, "You're here for Scott Summers? Are you sure it isn't somebody else?"

"But of course Mr. Prescott," affirmed Dr. Essex, not skipping a beat, "Believe me, I wouldn't inquire if I wasn't absolutely certain. Why? Is there a problem?"

"Well, I mean you gentlemen no disrespect…" said the old man as he looked rather distastefully at the file, "But I don't think you want that boy."

"And why is that?" asked Dr. Essex, still not sounding at all concerned much to Prescott's surprise.

"Doctor…That boy is a hopeless cause," said Taylor Prescott in a serious tone, "I have been at this orphanage for years and I've seen some rather tragic figures in my life…But Scott Summers is in a league all his own. I've spent over a year trying to help him, but my hands are completely tied with this place. We're low on funding, much of the staff isn't as qualified as I would like them to be, and there are just too many kids and too few of us. I've had several social workers try to do what they could for him…But he is just such a damaged young boy that I don't think there's much hope for him."

"Which is exactly why we're here Mr. Prescott," said Dr. Essex, which sparked Prescott's intrigue, "I am aware of the boy's plight. I know of the tragic plane crash that killed his family and left him comatose for three long months."

"And are you also aware that because of that accident, he's yielded brain damage that causes him constant headaches?" added Prescott, wanting to make sure that these men knew all the facts concerning the young boy they were dealing with, "And are you also aware of his last foster home led him to endure a great deal of child abuse that has left him only further scared both physically and emotionally? He's been through numerous child psychology programs and even they agree that he's a lost cause."

"All the more reason listen to what I have to say," quipped Dr. Essex, undeterred by any of Prescott's words, "Trust me Mr. Prescott, I know of the child's predicament and of the tragic circumstances of his situation. But I'm here because I think I can help the young lad."

"Help him?" said Taylor Prescott with a curious, yet intrigued look on his face, "How do you plan to help a kid like him?"

Dr. Essex just smiled back with a rather strange grin that conveyed a message of assurance and confidence. He stood with a powerful, commanding poise that gave off the aura of great knowledge and sophistication. It was a demeanor that anybody would have stopped to take note of and Taylor Prescott most certainly acknowledged that.

"That Mr. Prescott…Is a little complicated to explain," said Essex, using ambiguous terms to hide his true ambition, "You see…My associates and I believe we may have the resources to give young Scott the care he needs. We know that he is…Special in many ways."

"You mean you know about…" began Prescott, but he was soon cut off in mid sentence by Dr. Essex as the two officers took an ominous step forward.

"Don't speak Mr. Prescott…It would be better if you not try to explain something that you don't understand," said Dr. Essex, "Yes I know…And we can help him. We can give him something that he cannot obtain from anybody else. And honestly…Do you have the resources necessary to care for him? And do you really think that anybody is going to want to adopt a traumatized, brain damaged boy like him?"

Taylor Prescott looked back at the papers in the folder and sighed, knowing all too well the truth in the doctor's words. Many times, when prospective parents came into his orphanage, they wanted a child that wasn't complicated with issues they were not equipped to handle. He knew that children with brain damage and emotional issues were not exactly the first choice of any couple when they wanted to adopt which was why he always considered Scott to be such a lost cause. Whenever prospective parents saw him during the rare times he came out of his room, they were always quick to look away, for they had no desire to look after someone who seemed so strange and damaged.

In addition, he truly wasn't equipped to handle a kid like him at the moment. He had heard strange things from the other children, mainly those who had to share a room with him. He was told how he frequently had nightmares, groaned in pain when his headaches became too great, and even heard somewhat stranger stories of seeing his eyes glowing at night and finding holes in the wall or ceiling in the morning. He truly didn't know what to make of Scott Summers and he didn't have the time or resources to handle him. However, this only made him more willing to hear out the doctor's offer.

"So are you saying that you actually want to adopt this child?" asked Prescott, using the simplest possible terms.

"In a manner of speaking…Yes," answered Dr. Essex, even though there was a bit more to it than he was letting on.

"Well…If you want him, then by all means, you can have him," said Prescott, knowing many of the social workers would be glad to hear the news, "But I must remind you, the boy is very damaged. He barely ever talks and he's extremely reclusive."

"Let us worry about that Mr. Prescott," said Dr. Essex, his confidence not waning in the slightest, "But if it helps put your fears to rest…I would very much like to speak to the young boy privately. There are a few things I need to talk to him about and all I need for him to do is listen."

"I don't see a problem with that," said Prescott, "Come…I'll take you to him. And besides, it will give me some time to get the necessary paperwork."

"My associates will handle that," assured Dr. Essex, "Just leave the boy to me."

With a silent gesture, the doctor signaled the officers, who had remained completely silent throughout the conversation and for good reason at that, to do what they had to. Being that Scott Summers was not going to exist as a part of Shadow Cell, certain things had to be done that only high ranking officials like them had the capacity to do. The military in particular always had a way of making certain things, including people, disappear and this incident would be no exception.

However, Nathanial Essex did not concern himself with this issue as Taylor Prescott led him down the corridors to the dormitories where the children slept. The rooms were small and they were usually shared among five children, but most of them were out doing activities at the moment, so Scott was probably alone in his room sitting on his bed like he usually was. As soon as he was at the door, he told Prescott and the officers to leave them and take care of what they had to with the logistics while he handled the hard part.

Upon opening the white, rickety door, Dr. Essex was greeted with the tragic sight that was Scott Summers. As Prescott has suspected, Scott was simply lying alone on one of the five beds simply staring into space as he so often did. He was a rather thin, almost famished looking young boy. He had on old dirty clothing that looked as though it hadn't been washed in a while, but it didn't seem to bother him all that much as the doctor focused more heavily on solemn demeanor of the child.

There was a great deal of pain in his eyes…A pain that told a many stories and yielded many experiences that few children ever had to go through. He had once been a regular, happy child full of life and energy…But that part of him was shattered by the onset of great tragedy and enormous hardships. For three years, he had faced nothing but pain and suffering…Stuck in a world of loneliness and isolation. There were many things about him that few could ever understand, but Dr. Essex kept a friendly, kind presence to his demeanor as he slowly approached the damaged young boy.

"Scott?" he said in a kind, calm tone, "Scott Summers?"

The young boy looked up at the doctor with his pained eyes, showing a sense of anxiety and uncertainty at this complete stranger. However, Dr. Essex just smiled at him as he sat next to him on the small, rickety bed.

"Hello…You're looking well today," he said casually, making sure he sounded friendly and non-threatening to the boy, "I guess those headaches of yours must come and go."

This comment triggered a slight reaction in the boy as a look of curiosity came over him. It looked like he was trying to say something in response, but he stayed quiet, not knowing who this man was or how he had known such things about him.

"Don't worry Scott…You don't have to speak," assured Dr. Essex, sensing the conflict within the troubled child, "I don't want you to speak if you're not comfortable with it. I know about your past…I know about your life. I know what happened to your family and I know about all the hardships you suffered."

A slight tear formed in the boy's eyes as he was reminded of the sad story that was his life. Dr. Essex moved in closer to him, hoping to offer what comfort he could in order to gain this troubled young lad's trust. If he was going to do what he had to with this very ambitious project, he would have to have this kid trust him…For that would definitely make things easier in the long run with what he had in mind.

"You're a very brave young man Scott…" said Dr. Essex, moving on as he continued to interact with young Scott Summers in a way that would be vital if he was to hear him out with the offer had to present him, "I don't think there are many children who would be able to jump out of a plane into the cold air, leaving their family behind without any choice in the matter. I don't think there are many children who would be able to survive in the way you have in the face of abuse from horrible, corrupt people who seek to use children to further themselves and no one else. And I don't think there are many children who can fire energy blasts from their eyes while contending with the headaches that they must bring."

That last comment definitely caught Scott's attention as he looked back up at the older man with intrigue. He never talked about the strange sensations he often got in his eyes during times of great stress. They had been becoming more frequent and they had been growing for some time now, but he never told anybody…Not one soul. Yet this mysterious man knew…He knew so much about him and what he had been through. He knew about his family and his strange abilities that he had never been able to make sense of. For so long now, he had been trying to lock himself away in his own world of isolation…Afraid of ever talking to people about who or what he was and where he had come from. Yet this man still knew…And as he looked back at him, it was as if he was looking at the man who had the answers to the burning questions that had been plaguing him for so long now.

"Who…Who are you?" he asked in a weak voice.

Dr. Essex just smiled back down at him, feeling as though he was already accomplishing something by getting him to talk.

"My name is Dr. Nathanial Essex," he said, conveying a feeling of understanding and hope for the boy who had been declared as completely hopeless by everybody else, "I'm here to help you Scott. I'm here with an offer…One that very few people will ever have a chance to partake in and one that can greatly change your life."

Dr. Essex watched as he now had the boy's full attention. His eyes were now brimming with a mixture of anxiety and hope, not knowing what it was that this man was about to offer. But from the looks of it, Dr. Essex was being dead serious about everything he was saying.

"This world is full of tragedy and injustice Scott…A fact which I know you understand better than most people out there," began the doctor, going with a more indirect approach before letting him know the gist of what he was offering them, "There are a lot of bad people out there…Criminals, terrorists, murderers…So many people that threaten the innocent who want nothing to do with such pain and suffering. Entire groups of people all throughout the world seek nothing more than destruction upon the innocent masses that they hate only because they are a part of a group they deem to be an enemy. They are driven by greed, hatred, and bloodlust and there are just too many of them out there…Bringing pain and suffering upon those that don't deserve it."

Dr. Essex watched as a look of understanding and intrigue fell upon the young boys face, hinting that he was striking a chord within him…Which was definitely a good sign in Dr. Essex's mind because he was not done yet.

"I know you have bore the blunt end of such tragedy and injustice in your short life Scott," said Dr. Essex with a certain level of compassion in his tone that seemed to lure Scott in all the more as he listened attentively, "You most certainly didn't deserve to have your family taken away from you…You must certainly didn't deserve to endure so much abuse. But despite your suffering…You have a gift…One which few others have."

"My eyes…" he said, quickly piecing together what the doctor was referring to.

Dr. Essex just looked down and flashed him an approving smile, happy to see that this boy was looking to be everything he had hoped.

"Smart boy…" he said with a slight laugh, "And yes…Believe it or not, those eyes of yours are a gift. But it's not just the eyes itself that you must think of as being the mysterious gift that you don't yet understand…It is what lies beyond those eyes that harkens down to the very essence of what makes you who you are. It is a part of you…A gift of great power and potential that can bring forth so much possibility."

Scott's gaze turned more solemn as he looked away from the older man.

"It's a curse…" he said in a sad tone, "It…It hurts and it so much pain."

"No Scott…It is not a curse," said Dr. Essex in full confidence as he drew Scott's attention once more, "It is a gift…An ability that you have been blessed with. You are what men like me call…A mutant. You see…Written in the code that makes you who you are, known as DNA, lies something that we call the X-gene. That one gene makes you a mutant…One who is born into this world with a gift that has the building blocks for the evolution of a species wrought with so much pain and suffering. And you are not alone…There are many out there like you…Many with powers and abilities that greatly vary, yet are equally as important."

"So I'm…A mutant?" he said, not knowing how to react or how to feel about such a revelation.

"Yes…And one of great potential," said Dr. Essex with a hint of excitement in his tone, "You see…The complications and pain that you feel from your powers now is because that the X-gene that gives such abilities to you is incomplete. There is so much that your essence can do and it is that one little gene that is the key. Because of this, you cannot control it and it brings you pain as it continues to grow and evolve through such great imbalance. However…You do not have to suffer this fate that many others are doomed to endure as a result of their abilities…You do not have to live with the complications of having a part of yourself being incomplete, causing you great discomfort and pain. And that…Is why I sit before you now Scott…Because I can help you with your abilities…I can help you use them to their full potential."

Help…Something Scott had been begging for after so much suffering and confusion…Now here he was, sitting next to a man who was offering him something he never thought he would ever have again…Help. There were so many things in the young boy's life that brought him pain…His family, his childhood, and his mysterious abilities that he now knew was a part of him that he could not escape. Yet here was a seemingly sincere man…Offering him hope in his otherwise bleak life.

"How…How can you help me?" he asked, his voice sounding so desperate and anxious.

Dr. Essex moved in closer to the boy and placed a comforting hand on his weary shoulder, giving off the feeling that he was being serious and did not wish to hurt him. He was a damaged boy, but he was not devoid of hope and his future was full of so many possibilities. And for Dr. Essex…He needed this boy in ways that he could never begin to understand.

"I belong to an organization headed by the military," he began, knowing this was probably the most pivotal point for both him and Scott, "We are a group of people who seek to train soldiers out of individuals like yourself. You see…All the injustice and conflict that I told you about earlier is so far reaching in today's world that even this wonderful country that we both live in does not have the kind of resources to protect it from those who would do harm to it. The enemies out there that seek to threaten the innocent and cause pain and suffering are numerous, crafty, and very difficult to fight…Yet there's no telling just how much death and destruction they are willing to cause against this country and this world. Greed, hatred, bloodshed…It threatens to consume the planet from the shadows and spread throughout the world like a disease…However, I along with my organization seek to stand true and fight it. And I want you to be a part of it…I want you to be one of the soldiers who is going to stand and fight against the forces of hatred and greed. With the power that you have been blessed with and the resources at my disposal…You could help prevent countless people out there from getting caught in the crossfire of such violence and tragedy…You could help prevent families from being killed no different the one that was taken away from you…And you could help prevent millions of children not unlike yourself from losing their mommies and daddies to conflicts that they don't want a part of and stop others from feeling the pain that has hurt you so much."

Dr. Essex watched at the expression on the young boy's face grew into a mixture of awe and uncertainty. He was just so damaged and wrought with pain from the tragedy that was his life…Yet there still remained a subtle hint of strength beneath all that suffering that Dr. Essex could see and he was determined to use it by any means necessary. This boy was the key for him…He was the first step towards so many more ambitious goals, but the only way he was going to accomplish them in the most efficient manner is if he got this boy to come along of his own free will…For it would make things much easier in the long run.

"I know it sounds almost too fantastic to be real," continued Dr. Essex, going in for what he hoped would be the final push, "But I can assure you that there are no lies in anything that I have said. Come with me…And I will take your abilities to a whole other level and you'll never have to contend with sudden outbursts or pounding headaches ever again. In addition, you'll be using the gifts that you have been blessed with to fight against those who do harm to others and safeguard this wonderful country from tragedy the likes of which you have suffered so much in your short life."

Young Scott Summers then looked away, feeling the stress of being faced with such a huge decision, but Dr. Essex calmly placed a hand on his shoulder, assuring him that this was real and this was an opportunity that he could not ignore.

"Scott…Your father was once a soldier who fought for this country as well," said Dr. Essex, drawing the young boy's attention once more, "He fought to defend the innocent masses from forces that still threaten us today. He was proud, noble, and honorable…And both he and your mother died so that you could live. Don't you want to make their sacrifice mean something? Don't you want to truly do something with the gift you have been given? Don't you want to make your parents proud?"

The look on Scott's face turned to one of greater intensity as he remembered those fateful moments three years ago when his mother and father fought to save his life. Since then, he had faced things no other ten year old should ever have to face. He had been famished, abused, and improvised…Yet here was a man who was giving him an opportunity to do something with his seemingly cursed life. He offered relief, hope, and a chance to make a difference just as his father had. Growing up, he always looked up to his father and now he had a chance to make him, his mother, and his little brother proud by making a difference in the world. It was an opportunity almost too great to pass up and young Scott Summers was now faced with a truly life changing decision.

"But…I cannot make you do anything that you don't want to do," said Dr. Essex, showing what compassion he could in his voice, "This is your decision Scott…And once it is made, it cannot be unmade. If you come with me, you will be a part of something very grand and it will forever change the way you fit into this world. You will be something that goes far beyond anything a normal human being could contemplate. You will be a soldier…A shadow…And a force for America and for freedom. The choice is yours Scott…And all I am is the messenger. So choose now…But choose wisely, for there may not be another opportunity like this."

Scott took a moment to think about it, but the more he considered it the more he thought about all the suffering and pain he had been through in his life. All he had ever known was loss and sorrow…And all it ever did was make him feel weak, worthless, and unworthy of life. But here was the chance to become strong…To regain some of the things that had been taken away from him. He wanted so badly to forget his pain…Yet he had come to learn despite his youth that one could not forget pain…They can only learn to cope with it. And with strength comes chances…And with chances come change. For many years now Scott had to contend with having practically nothing to live for except the memories of his parents and the dreams that got him through each lonely day. Now…He was given a chance to change and a chance to become strong. And in the end, the decision was clear to him as he looked back up at Dr. Nathanial Essex with a new look of determination in his eyes.

"I'll go with you…" he said, his weak voice still full of uncertainty, yet wrought with a new sense of strength.

A wide smile spread across the doctor's face, for it had gone just as he had hoped. This young boy that held so much potential had made the choice he had hoped that he would make. He was one of the most vital parts to the very elaborate goals that he had been aspiring towards for so long…And now he was in…He was a part of it. For Dr. Essex, it was a key victory…And he hoped that it would set the stage for further success as everything he had been working for was starting to come to pass through the eyes of a young boy.

"I'm glad to hear that decision Scott," said Dr. Essex as he stood up from the bed and extended his hand towards that of the young boy that had just made such a life-changing decision, "Now come with me…There is much to do."

Upon completing the negotiations with Taylor Prescott, who seemed all too eager to watch Scott Summers leave, the doctor and the two officers left the orphanage and returned to their shadowy convoy. Scott stayed very close to Dr. Essex, for he now trusted him the most and remained scared at where his choices would lead him. Thankfully, the doctor lent him his comfort and assurance that all would be well and he was in good hands. GURSO soldiers still surrounded them and they were still ready at a moments notice to blow the young boy away if his mutant powers got out of hand, but they kept their distance as the doctor felt a great new sense of optimism after having successfully obtained his first specimen for Shadow Cell.

While there was only so much he could tell the boy, at the moment he had all the knowledge he needed to know. Because Shadow Cell was so secretive, the paperwork that the Colonel and the General handled in the orphanage was done in such a way that would work to erase the very existence of Scott Summers from the public. He would be a shadow now…A soldier and a ghost in every sense of the word. Yet this was only the beginning, for there was so much more at hand and Scott wasn't going to be the only one who would become a part of this most ambitious of projects.

"Well this certainly went well, wouldn't you agree gentlemen?" commented Dr. Essex in a rather jovial tone.

"Indeed…But we've still got plenty of work to do before we can call anything a success, Doctor," said the Colonel, ever the realist.

"You're right about that Colonel…Which is why we shall waste no time in getting our next little recruit," said Dr. Essex as he looked back over at young Scott Summers.

"You mean the girl?" said the General, who still had her file in hand.

"But of course, General," said Dr. Essex with a grin, "And don't worry…I've already arranged the details. Next stop…Hartford hospital for the mentally ill."

* * *

After about a two and a half hour drive, the convoy of dark, unmarked cars pulled up in front of a large, rather shady looking building. This time, they were at an insane asylum…Although the words up front stated that it was a hospital. But Dr. Essex knew better and so did the rest of his associates. Hospital was a word that simply lightened the impact of its presence and the kind of people that stayed here were not the kind of people that most people would want in a regular hospital anyhow.

"Damn…And I thought the orphanage was eerie," said the Colonel as he, Dr. Essex, and the General stepped out again.

"It's an insane asylum Colonel," said the General in rather mundane tone, "Of course it's eerie. The people inside help make it that way."

"Eerie or not gentlemen, our next recruit lies within these walls," said Dr. Essex, sounding more excited than the rest of them about the whole situation for reasons only he knew, "So let us not waste any more time."

Once again, the Colonel waved down the presence of the GURSO soldiers, knowing full well their presence in an insane asylum would be far from pleasant. However, as they got out, young Scott Summers still clung to the doctor's side…Not wanting to be left alone. The Colonel and the General looked rather distastefully at this action, thinking that this was no place for an already traumatized young boy.

"Essex…Tell the kid to stay in the car," said the Colonel in rather exasperated tone, for he was not used to dealing with children.

The doctor looked back down at the young boy, who still had a level of fear and anxiety hanging strong in his eyes. He smiled back down at him, glad to see that he was becoming so trusting of him. Knowing he best not do anything to hinder that trust, he turned back towards his two associates.

"It's okay…I don't think he'll be a problem," assured the doctor, "Will you Scott?"

The young boy shook his head, leaving both the General and the Colonel still greatly annoyed, but they didn't have the energy or the desire to fight with the ever insistent doctor.

"Fine…Let's just get this over with," said the Colonel, "I haven't even been inside this place and already I want to leave."

The three men and the young boy then proceeded make their way into large, eerie facility and began going through the process of getting into the most secured lockups for the most unruly patients. The girl they were here to see was not one that triggered a very happy reaction among the staff. The mere mention of the name Jean Grey seemed to universally trigger a bout of distaste among those who knew her. However, that didn't seem to dissuade Dr. Essex in the slightest. If anything, it made him optimistic because it showed that they were all eager to get rid of her.

After going through various paperwork and talking to numerous officials, the three men and the young boy were finally allowed to pass through the most secured section of the asylum. Overall, the place looked fairly run down and was in major need of improvements…Definitely a pretty depressing place for a little girl to have spent the last three years of her brief life. Some of the staff had already told them that she had been drugged for the most part during her stay when 'strange things' happened to those who were unfortunate enough to have to deal with her. Dr. Essex had a pretty good idea of what they were talking about, but kept quiet for the most part as he simply went along with the procedures.

For Scott Summers, it was a dark and scary place to be in…Yet he stayed silent and didn't make any comments. He didn't quite know why they were here, but he chose not to ask too many questions. All he knew is that it had something to do with a girl named Jean Grey…A name he had not heard before, but from the way the doctor spoke of it, he was certain that it was important. He stayed close to Dr. Essex like an obedient little puppy, but the deeper he got into the secure areas, the greater his curiosity became.

Finally, Scott and the three elder men were before a rather large, reinforced door looking into a white padded room. There was a nurse with them and several guards were close by, armed with drugs to sedate the girl if necessary. They had to wait a brief moment while the head doctor came to meet with them, but the longer they stayed, the more eager they were to get out.

"Hello gentlemen," said a man in a doctor's uniform as he approached the three men and the boy, "I'm Doctor Samson."

"Ah yes…Doctor Samson," said Dr. Essex as he shook the man's hand, "Always good to meet a fellow doctor. I am Doctor Nathanial Essex."

"Pleased to meet you," said Samson casually, "So what brings you here today? I must say I was a bit shocked when I learned that someone wanted to see this unusual case."

"Yes, well…Unusual or not, Ms. Grey is of great interest to me and my associates here," explained Dr. Essex as the two officers chose to let him do the talking with this, "Now, we are aware from her file here that she is currently suffering from a rather long list of ailments that include post traumatic stress, hyper anxiety, and hearing voices. Am I correct so far?"

"Yes doctor, one hundred percent," said Samson, "But I'm afraid that this troublesome young child goes far beyond anything we've ever dealt with before. Much of the staff that has been unfortunate enough to have to deal with her has quit time and time again. They report seeing strange things and we have had some rather unusual injuries as a result of it. It's gotten to the point where we've had to drug and sedate the young girl regularly."

"She sounds like quite a handful," said Dr. Essex, suppression an amused grin for he knew that the doctors here couldn't possibly have any idea of the power possessed by young Jean Grey.

"That would be quite an understatement, Doctor," said Samson in an exasperated tone, "This hospital has already faced severe cuts in the past few years and we honestly aren't equipped to handle something like this."

"Which brings us to why we are here…" said Dr. Essex with a friendly smile, "You see doctor…I believe that my associates and I can help you with your little dilemma."

While Dr. Essex proceeded to work his people skills on Samson, young Scott Summers remained distracted from what they were saying and focused solely on the door leading into the room that housed a very dazed, very distraught little redhead girl. Scott wanted to see her, for he was curious to know what it was that made this young girl so strange to the adults around him. In addition, he had never actually met anybody else who was…Gifted in the way he was. The door remained locked, yet there was still a small window that the young boy could not see through because he was too short. Never the less, he remained curious as to who was behind this door and why she was of such great interest to Dr. Essex. The more he thought about her, the more curious he became…As if there was something so much more driving him to see someone that was like him and possibly understood him.

Then, as Dr. Essex was still talking to Doctor Samson, one of the nurses stepped forward and interrupted the chattering men in the middle of their discussion.

"Doctor…It's time to give the girl her meds," said the female nurse who was holding a small array of what looked like cups of pills and a hypodermic needle filled with a clear liquid.

"Oh boy…" said Samson as he looked at his watch, "You're right nurse. Her last dose has probably almost worn off by now. Gentlemen…Do you think we can hold off this discussion while we take care of business?"

The doctor then proceeded to use his keycard to open the heavily reinforced door leading into the room that housed young Jean Grey. However, before he could step in, Dr. Essex stopped him before he could.

"Wait doctor…Are you sure that's really necessary?" said Dr. Essex, who in truth didn't want to deal with waiting for the chemicals in her system to wear off while they went through the processes necessary to prepare her and Scott for Shadow Cell's protocols.

"Believe me doctor…It's very necessary," said Samson as he looked back with a serious expression at the three other men, "If we don't give this girl her meds, she becomes unruly and has a tendency to get hysterical. We've tried treating her by other means, but this is the only way to keep her docile."

"But you said it yourself doctor…You don't exactly have the resources to perform the truly necessary means to help her," argued Dr. Essex, "And if you just let us handle the logistics, then maybe we could find a better way."

"I'm quite certain you can, but as long as she's here we need to operate under protocol," said Samson who was beginning to get a little impatient.

"Please doctor…Just hear me out and consider what I am offering to you and your staff here," said Dr. Essex as he once again prevented Samson from taking another step into the room.

While the two men continued to argue, the door remained opened and young Scott Summers was able to squeeze through unnoticed as his curiosity got the better of him and he entered the white padded room. He took several steps in, feeling rather confined as a shiver went up and down his spine as he looked around at the ominously lit room. It was far from a happy place to be…Yet despite this, there was a single occupant to this cold room, huddled in the corner and bound in a straight jacket. Immediately, Scott Summer's felt a twinge of intrigue as he took a step closer to get a better look.

The little 10 year old girl known as Jean Grey had been in this room for some time now. However, it had gotten to the point where she didn't exactly know how long she had been in this cold, scary place. All the incessant pain from the voices she heard in her head…All the nightmares about seeing and feeling her family die right before her eyes…It just left a pain within her that festered to the point where everything outside her mind became almost meaningless and time itself seem to devolve into a passing blur. In addition, she had been constantly drugged since her worsening mental state caused her to become unruly and strange manifestations led them to take extreme measures to keep her under control. And because of this…She was now pretty much always bound and drugged…Left with nothing but streams of confusing thoughts bombarding her head and the deep rooted pain of being so alone after having lost her family to such great tragedy.

For Scott Summers…The sight of this sad, traumatized redheaded girl that looked no older than him struck an emotional chord with him as he slowly made his way over to her. He wasn't sure why, but he found himself strangely drawn to her…For he had never seen anybody like this before. He heard gentle sobs coming from her…Sobs that sounded rather familiar to him, for they seemed to tell a truly tragic tale not unlike the one that exemplified his own life. Yet as he drew closer, his presence was finally noticed by the dazed young girl as she slowly turned towards him…Giving him a full view of her face as she looked back at him with a pair of beautiful, tear stained green eyes. And as soon as Scott saw her, only one thing ran through his young mind.

'Wow…'

It was a thought that Jean had heard, yet unlike the many other thoughts she had been forced to hear…This one sounded warm, kind, and almost comforting in a sense. The pained look of her eyes met the pained look of his as their gazes suddenly met…Locked in a single moment in time. Jean could feel his presence…But it did not scare her as did the others who constantly came in and out of her tight, confined room. She could only look back at him as their eyes remained locked on one another…As if some invisible force was drawing them closer together. Then, Scott began to slowly kneel down toward her and began to slowly extend his hand.

Jean's tired, bound body had no way of doing anything about it…Yet she didn't even struggle against it as she so often did with the doctors. With this boy, she could sense waves of pain, loneliness, and anguish coming from him…But instead of simply absorbing the harsh feelings from such emotions…She actually took a bit of comfort in it. As Scott kept extending his hand towards her…It finally made contact with the clammy skin of her face. Jean felt a strange tinge of warmth, for it was the first time in a long while since somebody had touched her without it being harsh or commanding. This time…It felt warm and comforting as the young boy slowly traced his soft hand down the contours of her face. To him, there was only one word he had to describe it…Beautiful.

"Are you…Jean Grey?" asked young Scott Summers in a soft tone.

Jean didn't respond much at first, still uncertain whether or not this was just some dream or hallucination, but the more she felt his touch, the more she felt that this was real. Finding herself unable to speak, she merely nodded in response, a slight tear falling from her eye, almost as if reminding herself of who she was only reminded her of the pain she had suffered in her short life. Scott gently wiped the small tear away with his hand and then did something he had not done in three years…He smiled.

"Don't worry…Everything will be okay," he said to her, not quite knowing why, but saying it none the less.

Even with all the uncertainty he still felt…The young boy, in the presence of this mysterious, enchanting young girl, had spoken through his faith in that things were finally going to get better in the tragic story that was life. Even though he truly didn't know what was going to happen…He still managed to lend his comfort to this scared, traumatized young girl…Lost in a world not at all different from the one Scott had been lost in. He could see it in her eyes…Mainly because he was no stranger to that look as well. And because he was now seeing someone else with that lost, empty look that spoke of untold pain…It actually made him feel as though he wasn't alone for the first time in a very long while.

For Jean Grey…These simple, comforting words had a soothing effect on her seemingly perpetual state of anxiety. For so long now, nobody had been there to offer her any comfort with her pain or her sorrow…Yet here was somebody who she didn't know, telling her that her world was not a hopeless mass of pain. Was this a dream? Was he an angel? She didn't want this to be just another figment of her mind…She wanted this to be real. And thanks to the gentle feeling of his touch, she knew she had the assurance deep down that this was no illusion of the mind…This was real.

As young Scott Summers and Jean Grey remained lost in a moment, the three adults were still arguing with the doctor, who finally seemed to be capitulating to the demands of the ever persuasive Dr. Essex. In the end, he convinced him that neither he nor this hospital had the capability to help this young girl and he could safely take her off his hands and give her the help she needed. While the bureaucratic logistics would be best left to the General and the Colonel, Dr. Essex managed to gain the personal confidence of Dr. Samson, who finally called off giving Jean the usual drugs they forced upon her on a daily basis. Now, all that was left was for the officers to do their part and work to make Jean Grey disappear…Making her an official part of Shadow Cell.

"Well Dr. Samson, I'm glad we have reached an agreement," said Dr. Essex as he shook the hand of doctor before him.

"Yes, so do I Dr. Essex," said Samson with a smile, "I'm sure the staff will be glad to hear the news."

"Indeed…Just leave her to us now and we'll take care of everything," assured Dr. Essex, keeping his words as ambiguous as possible.

Just then, as the three men thought themselves to be done with the hard part, the Colonel noticed Scott's absence from Dr. Essex's side.

"Hey! Where's the kid?" said the Colonel, causing both the General and Dr. Samson to look around.

However, for Nathanial Essex, his attention shifted towards the open door, leading into the room where young Jean Grey was being kept. He peered inside while his associates frantically looked around the immediate area and what he saw, brought a slow, ominous grin on his face. A feeling of great contentment fell upon him as he watched the young boy interact with the young girl…Both looking strangely drawn to one another. It was going perfect…Even better than he had anticipated. This was something he had hoped to see, but didn't exactly expect it to happen so suddenly. Yet despite this, the big, almost sinister grin on his face did not wane as he inwardly laughed to himself at the great progress he had made in the span of a single day.

'It's happening…Everything is starting to fall into place. It's all happening better than I ever could have planned. Now…The true process begins…And my little specimens are in for a very sinister future.'

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AN: There you have it folks. Dr. Nathanial Essex, better known as Mr. Sinister, has recruited Scott Summers and Jean Grey well before Professor Xavier. Now, they are his recruits…And things with them will never be the same. This universe has just taken a very fateful turn and there are plenty more that lie ahead. Now, Dr. Essex has what he needs to create Shadow Cell. Stay tuned to see just where this new development will lead with the critical chapters up ahead! Until then, please don't forget to review! Send them to me at my email address or post them on the fanfiction website! Either way is fine as long as you give feedback! Thanks a lot for reading everybody and I wish you all the best!

WAIT UP! GO DOWN A LITTLE FURTHER AND CLICK THE BUTTON! REVIEW!


	4. Enhancements

**Sinister Soldiers  
Chapter 4: Enhancement**

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Hey folks! You know the drill! Before I begin, a quick word to my reviewers!

**Heartsyhawk: **Yeah, I know it's harsh…But you can blame Sinister for that. He's a truly twisted man…And this fic is going to show just how deeply that insanity extends. He played off Scott's character and now both he and Jean will never be the same. The seeds of their connection have been established…But you're going to see very soon just how profoundly it manifests. I'm honored I am able to enthrall you so much with my words my friend! I hope I continue to entice you with this tale I have to tell and thank you so much for all your support! You totally rock my friend! Peace out!  
**Aaron: **Yeah, I know Sinister is a manipulative bastard…But trust me, this is only the beginning! There's still plenty more to come and this is just the beginning for Scott, Jean, and Dr. Essex! As for Professor Xavier and Magneto…You'll just have to wait a little later to see! Thanks a ton for the review my friend! I really appreciate it! Peace!  
**Agent-G: **Yep! You heard right my friend! The name Dr. Samson was inspired by the Hulk! I was wondering if anybody was going to catch that. He's really not the same guy in this world, but I just didn't want to pull a name out of my ass, so I chose one that held a little meaning to the Marvel universe. Glad you caught it! As for Sinister and his 'influence,' I'd say he's doing mighty fine without the aid of telepathy! And this way, it's simply less work for him in the long run if you know what I mean. Thanks as always my friend! And don't worry, Vincent will come in soon enough! Stay cool like you always do my friend and peace out!  
**Jenskott: **Yeah, some of the last chapter was actually inspired by that episode so I know what you're talking about my friend. And the name Taylor Prescott also came from there as well, so don't think my ideas stop there my friend! And I'm glad you liked the initial meeting between Scott and Jean. It's a truly classic show of just how strong their bond transcends and it will indeed come into play throughout this story! Thank you very much for your kind words my friend and I hope you continue to enjoy this wonderful universe I have worked so hard on!  
**Simba317: **Wow…Even when you're busy, you can still give me such stellar reviews! You never cease to amaze me my friend! And while Sinister did do quite a number on Scott and Jean's lives in this universe, the true impact of what he's done will only be revealed much later on! For now, his deception has won them over and they truly have no way of knowing the truth. Because as I said at the beginning…The world is full of half truth and utter lies. And the events to come in this fic will show just how strongly that resonates for Scott, Jean, and the rest of the characters that will be affected by this truly profound change. Thanks as always for the super awesome review on this and "Hellfire and Brimstone" my friend! I can't thank you enough for taking the time to write such kind words! You rock! Peace out!  
**Jesi0546: **Nice to hear from you again my friend! I'm glad you like how this fic has begun and I hope you continue to enjoy this story because trust me, it'll be on the same scale if not larger than "Evolution of the Heart!" Thanks for the review! Peace out!

Also, a special thanks to: **Quillian, Lil Jean, Reality Bender, KaliAnn, X00001, Sliverdash, Wen1, Summers Groupie, LadyDeathStrike1, Communist Penguin, Mark C, Jaguar, Howlerdrode, Amazing Redd Phoenix, and Speedy Gonzales.**

Thanks again all you wonderful reviewers! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Man, the reviews just keep coming! Thanks a ton everybody!

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After having gone through the same procedures to get Jean out of the hospital as they had to get Scott out of the orphanage, the young redheaded girl was at long last free from her confinement and allowed to leave the dark, dingy building where she had been forced to reside for over two years now. Unknown to her, however, she was now officially non-existent just like Scott. The both of them were now complete unknowns…Shadows in the light of the world. They were alive…Yet officially, were just figments of flesh, not at all recognized by the collective consciousness of others.

For Jean Grey, she was no longer drugged or sedated anymore. This did cause a few concerns about her powers among the General and the Colonel, not to mention the ever vigilant GURSO soldiers that still surrounded the convoy that would take them back to Shadow Cell's new base. However, being the resourceful and intelligent man that he was, Dr. Nathanial Essex had already planned for such an issue and as soon as Scott and Jean were in their possession, he gave each of them special, high tech necklace that contained power dampening components so that they wouldn't be a problem. This would keep Scott's headaches from getting too great and prevent any unexpected blasts for him while also keeping Jean's telepathy and telekinesis at bay while she adjusted to such radical change.

During the drive back to the base, Dr. Essex stayed close to both Scott and Jean, even as the imposing presence of numerous military officers and GURSO soldiers stood present, ready at a moments notice to contain them if they showed any signs of becoming unruly. It was a troubling situation for the two young kids who had already suffered so much in their lives, but to the ever stoic military, it was a necessary preventative measure. Despite this, Dr. Essex kept giving Scott and Jean his assurance that this was all for the best as they were forced to contend with this very new and frightening situation. He proved to be a more compassionate figure for the two children compared to the emotionless officers and officials around him, which was just the way the doctor wanted it in order to ensure that the coming steps both now and in the near future would go smoothly.

While Dr. Essex was somewhat of a comforting presence in the crowd of ominous men that surrounded them, both Scott Summers and Jean Grey found more comfort in clinging to each other for support during this very dramatic transformation in their lives. Jean may have still been in a daze, but she kept close to Scott, for there was nothing else around her that offered such consolation as she continued to struggle with everything that was happening to her. Neither of them said a word during the three hour ride back to the very secret base in the vast openness of upstate New York…For there was nothing to say about their situation. There was no telling where this would lead, whether or not these people would truly help them, or even if whatever they planned to do to them would be a success. Nevertheless…At least they had something to hold onto as they were now faced with complete and utter uncertainty as to what was going to happen next.

The base where Shadow Cell would operate now and for an indefinite period of time was very secluded within the hilly terrain of the remote parts of upstate New York. It was far from any city and the closest civilization was only the vast farmland, much of which was well away from the uncultivated hills. Even though the base was very cutting edge in terms of technology and secrecy, it was not new. Before it became Shadow Cell's headquarters, it was once a super secret military instillation that researched and housed nuclear weapons during the Cold War. Gradually, its focus shifted as Nathanial Essex took over and put together the components necessary for Project Shadow Cell in the years following the Prodigy Project. Even before his fateful proposal, the facility was being prepared for the most advanced research in biological and mutagenic fields. However, now that the project had been approved, numerous scientists and officers relocated to the super secret base, bringing with them a fleet of new and advanced equipment that any normal citizen would have found too fantastic to believe. With construction still going strong, the components necessary for turning these first two specimens into unstoppable, unparalleled warriors of American democracy were beginning to arise further and further with each passing day.

While the facility was already big enough, numerous expansions had to be made in order to make it perfectly suited for the needs of the project. Not only would this hold Shadow Cell and all it's components, but it would also be the new home of the GURSO unit, which were the ones specifically tasked with controlling and watching over the Shadow Cell recruits, always armed and ready, ensuring that they didn't go renegade. The whole base would also be home to some of the most advanced military and civil technology ever conceived. Much of it was many decades ahead of it's time, thanks in large part to the contributions made by Dr. Essex and his knack for all things advanced. Everything from the training facility, which would use advanced holography and real time danger, to the computers and networks that would monitor hot spots for trouble all over the world was more complex and sophisticated than anything ever conceived. It showed the true ambition of those involved, especially the ever eager Nathanial Essex.

For young Scott Summers and Jean Grey…The two young children for whom all this elaborate technology and ambition centered around…They would now reside in special quarters at the heart of the base. The conditions were not at all unfavorable compared to the orphanage or the insane asylum, but they did have a rather ominous feel to them. Each room looked as though it was fit to comfortably house one person with the bare necessities ranging from a simple bed, a working sink, and air conditioning for both heating and cooling. There were also separate showers out in the hall, standard to pretty much any other group of soldiers. They were separated for both men and women, but given that Scott and Jean were the only ones there at the moment, that did not matter.

Not long after they arrived, both Scott and Jean were escorted by Dr. Essex and a small contingent of GURSO soldiers to their quarters. However, despite the better conditions, Dr. Essex quickly discovered that they didn't want to be left alone. And having anticipated this, the doctor had the soldiers set up a temporary room for the both of them with two beds so that they could at least stay near each other. While this did have immediate practical reasons, for Dr. Essex…It would aid in something much more down the road. But the doctor was forced to set such thoughts aside for the time being, for there was serious work to be done and both Scott Summers and Jean Grey could do nothing but wait and see what it was these mysterious people had in store for them. 

After leaving the two kids to their own devices in their new room, he returned to the lab to prepare the bio-mutagenic accelerator for his first two specimens. A few GURSO soldiers stayed behind, acting as watchdogs for the two anxious children as they sat in darkness behind the closed door of the room they would temporarily share for the time being. Both children were very tired from all the dramatic changes and stress they had undergone in the span of a single day. Neither of them had eaten much even though Dr. Essex and some of the officers managed to get them a light snack upon their arrival. There was just too much going through their young minds at the moment, for they were now struggling to ascertain the complicated predicament that they now found themselves such a big part of.

Both Scott and Jean tried to get some much needed rest on their separate beds upon seeing Dr. Essex and the officers depart. Scott quickly curled up into a ball under the sheets, fighting off waves of fear and uncertainty, yet remembering the words of encouragement that Dr. Essex had given him when he made the fateful choice to join him and this mysterious organization. Like he had back at the orphanage, Scott found himself closing his eyes and trying to remember the times before all his pain and suffering took hold of his life. He tried to remember what it was like to have the happy, care-free life of any regular child with his mother, father, and brother…But he had found that the more time that went on and the more he suffered…The more faded these memories became. It got to the point where they were more like dreams rather than memories, fading more and more with each passing day. Whenever he thought about his family, the only thing that truly stood out was the fateful plane crash that took them away from him and left him all alone in this scary, unforgiving world.

A small tear trickled down Scott's eye as he laid upon the cold, hard bed typical of most military lofts…But as he tried to shut such pain out, he suddenly heard something else in the dark room that drew his attention. Slowly, he sat up in his bed and traced the gentle noise to the bed right across from him and soon found out it was the sound of gentle weeping. Looking over through the darkness, he saw that Jean was still sitting upright, hugging her knees in the dirty, worn clothes that she still wore from the asylum where she had come from. Her emerald green eyes were brimming with tears and wrought with sorrow…A look Scott knew all too well as he soon found himself getting out of the bed, once again drawn to this distraught young girl that seemed to be in so much pain.

"Jean?" the young boy said as he slowly made his way over to her.

The little redhead didn't stop weeping, but it looked as though she had heard his concerned tone through her pain. She didn't do much else in response as Scott slowly got into the bed next to her, leaning up against the wall alongside her and not knowing what to do in such a situation. Her pained cries only brought more tears to Scott's eyes because they only reminded him of his own world of sorrow, but despite this he managed to move in close to her, feeling the warmth of her shivering young body and taking a small bit of comfort in her presence.

"Jean…What's wrong?" he asked as he found himself placing a hand on her shoulder once again, just as he had back at the asylum when he first saw her.

The young redhead then turned to face the boy beside her and was met with his enchanting blue eyes that seemed to stand out more than anything despite the innate darkness of the room. His hand on her shoulder once again brought the unique feeling she had felt back at the asylum. His touch was one of gentleness and comfort…A touch she had not felt in so long. There were still tears in her eyes, but as she looked at this young boy…She saw a slight hint of tears as well and through her raspy, uncertain voice she found herself speak for the first time in quite a while.

"What is your name?" she asked, eager to know who this mysterious boy was and why he was trying to comfort her after so many others had merely scoffed at her.

Upon hearing her voice, young the heart of young Scott Summers nearly skipped a beat, sensing the sorrow in her tone, yet hearing this soft, soothing voice beneath the sadness the likes of which he hadn't heard before, given the traumatic life he had lived these past three years.

"Scott…Scott Summers," he found himself answering, acting only what his immediate thoughts were telling him.

Jean found herself repeating that name in her head upon hearing it…As if she simply needed one single thought to hold onto that didn't involve pain and suffering. Her mind had been in a dazed state ever since that fateful day she had felt her whole family die and all the drugs she was given back at the hospital didn't help all that much in the long run. For three years now, the traumatized young girl had been stuck in a dazed state, not knowing which state was that of dreaming and which sate was that of consciousness. All the renegade thoughts that had bombarded her mind…All the alien feelings which she knew were not hers…They had assaulted her to no end for so long now. However, because of the special necklace that Dr. Essex had given her and Scott, she was no longer assailed by chaotic thoughts or plagued with concern over making things move abruptly and unexpectedly. For the first time…Her thoughts were all her own and her actions were all her own. It was a strange, scary feeling…Yet there was some comfort in the knowledge that she wasn't alone and wanted to hold onto such a moment for as long as she possibly could.

"What…What's going on? Why are we here?" she asked, her mind still in a state of turmoil.

Scott tightened his grip on her shoulder as he scooted in closer to her, hoping to ease her tension while also feeling the slight comfort of having somebody else to share his anxiety with as well.

"They're going to help us," said Scott, speaking only from what he knew from Dr. Essex, "That man…Dr. Essex…He says he can help us. He says that we…Both you and I…Are mutants."

"Mutants? What's a mutant?" asked Jean, feeling as though she was finding only more questions than answers.

"I…I'm really not sure," said Scott, his young mind still unable to process the true meaning of what he was, "But I know that…We're mutants. We have…Some kind of special ability…Something unique to us that normal people don't have."

"So…I'm a mutant?" said Jean, turning away from the young boy briefly, not knowing how to react to such a revelation.

"Yes…And so am I," said Scott.

The two young kids sat in silence once again, yet Scott's hand did not leave her shoulder. Soon, Jean found herself reaching up and grasping the young boy's hand, desperately holding onto it as if it were the only thing to keep her from falling back into the void where she had been so greatly consumed by sorrow. Scott gave her hand a squeeze in return, letting her know that she wasn't alone.

"Does this mean we're freaks?" she asked, tears once again forming in her eyes.

"Of course not…" replied Scott, although not very sure himself, but desperately wanting to believe, "We just…Can do things that others can't."

"Then…What can you do?" asked Jean as she looked back towards him, once again stuck in the gaze of his deep blue eyes.

Scott hesitated briefly, not knowing how to explain it. To him, it was still a curse…One that had brought him unparalleled pain and confusion. Even though he now knew what it was, it didn't make it any easier…Knowing he had this power inside him, waiting and lurking within his body.

"I'm…Really not quite sure," said the young boy with a noticeable strain in his voice, "I get headaches…Bad ones…Ones where I feel this…Pressure building up inside me. And when it gets too great…It explodes through my eyes in this red light that destroys everything I look at. It just…It brings so much pain and so much destruction that I…I can't control it. It hurts and I…"

The young boy found himself unable to finish as tears once again formed in his eyes, still wrought with uncertainty and strain in his fragile mind. This time, Jean gave his hand a squeeze in response, which helped comfort him in the same way he had been doing for her since that fateful first moment in the asylum. The little redheaded girl didn't quite know why both she and this boy were stuck in this world of pain…Yet she knew his suffering and he knew hers. They were both in a place they did not know, they were both surrounded by people they had just met, and they were both all alone in the world.

"What about you?" asked Scott as his distraught sobs subsided, "What can you do?"

Jean swallowed hard, for it was truly not something she liked to think about…But she had to tell somebody who understood. There were no thoughts bombarding her now…But there remained a lingering fear that it would not last and she would once again be assailed by thoughts that were not hers. She wanted to hang onto her own thoughts now…She wanted to hang onto every part of her that made her Jean Grey. But that didn't make it any easier to describe something she had struggled so hard to understand for so many years.

"I don't know either…" she answered with a similar strain in her voice, "Sometimes…I think thoughts…I think a lot of thoughts. But the thing is…Many of those thoughts aren't mine…They're the thoughts of others. They…They bombard my head…They never stop. Sometimes they're so loud and they hurt so much that…Strange things happen."

"Strange things?" said Scott, keeping her hand in his as she went through this obviously painful recollection.

"Yes…" she said, tears once again threatening to fill her eyes, "I…I don't know what it is, but…They just keep happening. Things I'm not touching…Start to move. I…I know I'm moving them…But I don't know how…And I can't control it and it just…"

It soon became all too hard for the young redheaded girl to talk about. Both kids soon found themselves leaning against one another, lending each other the support that they had never had throughout the tragedies that assailed their lives. Such young children had suffered so much loss and so much hardship…More than anybody could possibly understand. They were both very alike in the things they suffered and in the pain that they felt…They both understood that in the manner in which they clung to one another, desperate for something…Or someone to hold onto. Loneliness, sadness, and sorrow was all they had known for so long now…And no matter how much they tried to forget, it still hung strong in their pained eyes.

"Why…Why does everything have to hurt so much?" said Jean as she began to lose control of her sobs once more.

"I don't know Jean…I wish I could tell you, but I honestly don't know," said Scott with a hard lump in his throat as he wrapped his arms around her as she did the same for him, the both of them needing whatever comfort they could muster during this very difficult time.

"My…My family is dead…Everything is gone…It just…Why? Why does it have to be so hard?" she sobbed as she began crying uncontrollably.

Scott soon found himself crying as well upon hearing Jean's anguish of loss and sorrow. Everything hurt so much for them…And they were only children. They were ten year old kids…Living in a world of sorrow and pain and it seemed as though there was nothing they could do about it.

"I know how you feel…My family's dead too," said Scott in a low, monotone voice.

"Did…Did you see them die?" asked the sobbing young girl as she looked back at the young boy with tears streaming down her face.

"Yes…" said Scott, choking on his own voice, "Right before my eyes."

This only caused the young girl to cling to the boy beside her even more as her sobs became more uncontrolled. In a way, it was strangely comforting when she heard that Scott had been through the same horror as she had, but it didn't make it less painful for either of them. They had both been forced to watch their mommy and daddy die right before their eyes and they had both lived a life of hell ever since. Now, in this very frightening and uncertain place, their future remained in a shroud of uncertainty and all they had now were the terrible memories of their past, struggling to deal with being so young and having to deal with having their childhood and their innocence taken away from them so harshly.

Jean kept crying, unable to forget or cope with the great waves of sorrow she felt for the life she had been living. Everything hurt so much and all she could do now was cry. The pained sobs of this little girl were like red hot needles in the heart of young Scott Summers. They were wrought with so much sadness…Sadness that reminded him of the horrible places where he came from and the memories that he had to contend with. Yet despite the feelings of deep sorrow that hung over the both of them, they still managed to hang onto one another…Feeling the warmth and comfort that gave them both something to hang onto and something to believe in despite being in a world that had been so cruel to them.

"Don't cry…" said Scott, struggling to fight his tears as he held the sobbing young girl in his arms, "Don't cry Jean…"

The gentle sound of his voice helped to lessen her sobs as she simply let the tears flow and soon found herself resting her head against Scott's shoulder, which helped to ease his own sobs as he felt he finally had something truly special in his arms to treasure and take comfort in. They stayed in this position for an untold period of time, simply letting themselves cry out their pain and sorrow from their trauma ridden lives. Neither of them said anything, for neither of them really had the strength at this point. They didn't know what was going to happen and they didn't know what these people were going to do to them. It was a scary thought…Especially for a couple of traumatized ten year old children.

"It'll be okay…" said Scott, finally breaking the silence as he found himself gently stroking Jean's beautiful red hair.

"But…What's going to happen to us?" she said, her voice still choked by anxiety and sorrow, "Is the hurting ever going to stop?"

Scott nearly felt himself break down again, for he truly didn't know the answers to the young girl's questions. There were so many uncertainties and it was unclear how much longer they could even last. So many times, both Scott and Jean thought about death and dying…More so than any young child ever should. Life was just so painful…And what more did they have to live for in the first place? Such thoughts only made them focus on the gentle warmth they offered one another as they remained huddled in the darkness, not wanting to leave each other's side.

"I don't know Jean…I wish I did…But I don't," he finally managed through his sorrow, "But just because it hurts…It doesn't mean we have to be alone."

Jean looked back at the young boy, the tears in her eyes gradually ceasing as she looked into the deep blue eyes of the young boy before her. She had been alone for so long now that she had nearly forgotten the simple joys of human contact. She could see the pain in this boy's eyes…Pain which she knew all too well. Loss, sorrow, and isolation had only made life so hard for the both of them…But the thought of not having to suffer alone was actually one Jean found solstice in…Just as Scott did as their respective gaze's remained fixated on one another.

"I don't want to be alone again…" said Jean, the strain still in her voice, only now it was somewhat less severe.

"Then you won't have to be…Neither of us will," assured Scott as his hands continued to gently stroke her hair in a way Jean found to be very soothing.

They only sought comfort…They desired only warmth from the chilling effects that life and the world around them had brought upon them. With only simple words and gestures, both Scott Summers and Jean Grey managed to sooth some of their pain. The warmth of their embrace, the comfort of their touch, and even the mere knowledge of being with someone who understood the sorrows that had plagued their lives…Helped to ease their suffering, for now after being isolated for so long…They were not alone.

"Scott…Thank you," said Jean as she once again rested her tired head against the young boy's body.

With the first warm smile he had managed in what seemed like an eternity, Scott held the little girl close in his arms and whispered, "No…Thank you Jean."

For hours on end, the two young children stayed huddled together in the dark room. They drifted in and out of sleep, helping to wake each other up when they had a nightmare. Occasionally, some of the guards would bring in trays of food for them, and while they didn't eat too much of it, such desperately needed nourishment offered clear hope for them as they simply passed untold amounts of time huddled by each other's side. Whenever one would cry, the other would soon follow and whenever it hurt too much, they simply held each other tighter…Not wanting to let go of the comfort they had just found in one another. For the first time in a very long while…Scott Summers and Jean Grey managed to find something within one another that helped to fill the deep emptiness within their hearts.

Time itself became irrelevant as seconds, minutes, and hours all melded into mixed mesh of meaninglessness. Scott and Jean stayed by one another, living from moment to moment in this mysterious new dwelling, not knowing what the future had in store for them.

Then finally…Dr. Nathanial Essex returned to them with a rather large squad of GURSO soldiers and doctors behind him. In his hands, there were several hypodermic needles fully loaded with clear liquid…However, he hid them from the sight of the two weary children. On his face, there was a penetrating sinister grin…One that hinted a great deal of eagerness as he looked upon the two frail specimens that were such an enormous part of his very ambitious plans. With his grin only growing wider with each step forward he took, the doctor behind Shadow Cell looked down at Scott Summers and Jean Grey and said two fateful words.

"It's time…"

* * *

Activity in the main laboratory area was at a fevered level as both soldiers and scientists scrambled to and fro throughout the vast area of the facility. In the center of the large, high tech room…There were two large bio tanks full of strange, green liquid. There was a vast array of cables and wiring throughout the advanced machinery and they all fed into a powerful network of highly advanced computers.

The smell of chemicals was thick in the air as all of the highest ranking officers of this fateful project were present for this momentous event. Dr. Essex was coordinating it all as he and his associates worked to run he elaborate and complex computer programs for some of the most high tech genetic equipment ever conceived. Many of the components that ran this apparatus didn't even exist and was many years ahead of it's time. Yet in this most secret and advanced facility, Dr. Essex and all his associates worked around it as though it was as regular as getting a cup of coffee.

"You two!" ordered Dr. Essex as he looked towards two of his subordinate scientist, "Being loading the feeding tubes into the bio-aetheric vat, but be sure that the regulators are in place! We cannot afford to have a milliliter more or less with this."

"Already in progress doctor," answered one of the female scientists working the main computer programs, "Preparation steps one through three are almost complete. The accelerator is nearly fully primed."

"Excellent…" said Dr. Essex as he checked his watch, "We're precisely on schedule. Begin loading programs A through D and make sure that the main servers are at full capacity! We'll need every bit of computing power we can muster with this process."

"We're already at 80 percent doctor," said the main server technicians who were already hard at work fulfilling their duties, "We should have the rest ready in less than five minutes."

"Good…Stay on course, but don't forget…If there is even one single flaw, don't hesitate to let me know," assured Dr. Essex, "We can't have any slip ups with these programs. One bug could spell disaster for all of us if we don't do this right."

"Understood Dr. Essex," said the technicians as his team began feverishly doing double checks of the program and data feed integrity, making sure they were working at the most optimum level possible.

Dr. Nathanial Essex then proceeded to make the last and most important calibrations on the overall integrity of his machine. Every last bit of wiring, data, and procedure was scrutinized by the powerful mind that had worked to create everything that was now standing before him. This whole apparatus was the culmination of his blood, sweat, and tears and now it was almost ready to be put to the ultimate test. So much patience along with a great deal of trial and error had led up to this moment and the doctor was intent on making it perfect, for he strived for nothing less in his ambitious goals.

While the doctor was working intently on the components and parts that only he had the capability to adjust, the head officers of Shadow Cell remained in the background, watching and waiting as the experiment took shape before their eyes. Some were anxious, some were very optimistic, and some were a little in between. This one moment would determine whether or not Shadow Cell had a future ahead of them. And if it failed…It could mean the end for many of them.

"This is a big moment sir," said the Colonel to the General as he watched the fury of activity before them along with the many other officers present.

"Indeed it is Colonel," said the General, sounding a bit anxious, but still optimistic, "It's remarkable how quickly and efficiently things have gone so far. The extraction of the specimens and the setup of this base has gone every bit as flawlessly as I had hoped."

"Now it's all on Dr. Essex's shoulders," said the Colonel, who still harbored somewhat of a distaste of the doctor, but setting aside such personal feelings for the time being, focusing on the task at hand.

"Well he's delivered everything he's promised so far Colonel," said the General, helping to reassure both him and the other officers around them, "And if anybody can pull something like this off…It's him."

"But what if this procedure fails?" asked the Colonel, always one to consider the worst when it came to most anything.

"Then we're all in up shit's creek, Colonel," answered the General simply, "We've already spent a hell of a lot of money setting up this facility and initiating this experiment. It's not as much as it could have been, I'll give the doctor that, but it's still sizable enough to make it so our asses are on the line. But try not to think about that at the moment Colonel. It's important to stay positive and ask yourself…What if this procedure succeeds?"

A brief silence fell over them as they watched Dr. Essex bark more orders towards some of the scientists present as he continued making the final adjustments on his machine. While the anxious officers watched, their eyes kept shifting from the activity to another guest that had come to join in this momentous occasion. The mysterious guest was a rather tall, imposing, and very intimidating looking woman with blonde hair. She wore black all over her body from her black shirt, black boots, black gloves, to the tight fitting black pants that showed off her very fit figure to the large black trench coat that covered her body. She also had on a pair of ominous sunglasses that hid her eyes and accentuated the stoic look on her face. She looked very strong and very intimidating even to military personnel. However, what stood out the most about this mysterious woman were the holsters strewn along her upper body. There were three in all, but one was far more visible than the other. The one everybody saw was the one that contained a shining 44 caliber magnum that looked completely customized and very deadly. The stoic woman had not said a word since she arrived alongside Dr. Essex soon after they relocated to the base. And right now, she was simply leaning against the walls fixated on the experiment like the rest of them while casually twirling her trusted 44 magnum around her finger, hinting at the great skill she wielded it with.

"General…Is that…"

"Yes Colonel…It is," said the General, cutting the Colonel off in mid sentence as he saw who his subordinate was looking at, "That's her…Magnum."

"Why was she allowed to be here during this?" asked the Colonel in rather hushed tone, "She's just a mentor for the recruits…I thought she was given restricted privileges here."

"Essex set her up here…" answered the General, "It was part of the agreement and the protocols."

"But sir…Do you really think it's a good idea to have one of the deadliest mercenaries in the world as a part of this without a little oversight?" said the Colonel as he looked back at the stoic Russian woman with suspicion, "I mean…Do you really trust Dr. Essex to control her?"

"Colonel…Like it or not, she's a big part of this," said the General, sounding very exasperated by his subordinates tone, "And furthermore…She is the best for the task at hand. Now I don't like the idea to some extent either…But I can understand Dr. Essex's logic in using her. She's one of the best and if anybody can make our soldiers the deadliest and most efficient in the world…She can."

"Be that as it may…I still don't trust her," he said, his suspicious tone not skipping a beat.

"Well if you don't like it…Then why don't you go up to her and tell her that so she can put your fears to rest?" asked the General in a slightly sarcastic tone.

Looking back at the intimidating, imposing woman, the Colonel was quick to answer.

"Thanks but no thanks sir," replied the Colonel, knowing full well that talking to Magnum in the wrong way could lead to many painful outcomes.

"Then stop pestering me about it," said the General in a stern tone of voice, "You're constant and innate suspicion of absolutely everybody around you is what got you in trouble in the first place Colonel…It's why you ended up here. Now I don't claim to know all the facts, but I do know when to do my duty and set aside unscrupulous fears for the sake of getting something done. So I ask you kindly Colonel…Keep your ever pestilent opinions to yourself for now and do you duty."

"Yes sir…" said the Colonel in a low, disgruntled tone.

He looked back over towards Magnum as she kept doing little gun-slinging tricks, making it as seem as easy as breathing to her. He wasn't sure if the imposing woman was looking back at him, but he still harbored a deep feeling of suspicion towards her and Dr. Essex. He had always been a suspicious man and many times, that trait came back to haunt him. However, he still harbored such feelings even though it didn't sit well with the General. His rank may have been lower, but he was far more active in this project than the General since he was still head of the GURSO unit. And because of this, he would always keep his own little acts of oversight vigilant no matter what the outcome of this fateful experiment may be.

Back down in the main lab area, it was all coming together as Dr. Nathanial Essex did a final check of his powerful machine, making sure all the components were honed to absolute perfection. The rest of the scientist working with him were staying on task and keeping up with the intense protocol that he had instantiated. Everything was happening very fast, yet each step was done with meticulous care, knowing that this experiment would be one to remember even though it officially wasn't happening.

"Doctor…" said one of the male technicians, "We've just activated the last server. We're now operating at one hundred percent."

"Good work," said Dr. Essex as he kept his attention focused on some of the last few vital parts, "You and your team keep monitoring every aspect of the data flow. If something goes wrong, I want to know about it a nanosecond after it happens."

"Yes doctor, it will be done," said the technician as things began to slow down for the data processing team.

After doing a quick check of the wiring and the feed to the servers, Dr. Essex found the big moment drawing ever nearer for him. Quickly, he turned to the monitoring team, who were still working feverishly to the protocols to set up the main procedures that would actually run each process of the bio-mutagenic accelerator.

"Status report…" he ordered as he looked back at the lead female programmer.

"Programs E through G are now up and running," she affirmed, "All monitoring and procedure programs are now ready."

"Perfect…That leaves only one last part," said Dr. Essex with a grin as he made his way over towards the medical team.

Both Scott and Jean were now lying on a couple of beds, surrounded by doctors. They had been injected with a series of sedatives that left them just barely conscious. They could still see what was going on around them, but their vision and overall sense of perception was slightly blurred. They were now no longer wearing the inhibitors that held back their powers, so Scott was quick to feel another headache come along and so was Jean as a few stray thoughts made their way into her head. While it was hard to show, both young children were very scared at what was going on and had no clue as to what was about to happen to them.

"Scott…Jean…Can you hear me?" said Dr. Essex in a calm tone to the two young children that held so much promise for Shadow Cell.

They both found it hard to make out their surroundings, but the both of them did recognize the doctor's voice and managed to not in reply despite their barely conscious state.

"It's going to be okay…" he assured the both of them as he smiled down at his two specimens, "Relief is coming soon. Now I know you both are scared…But I need the two of you to be strong for me. We're going to help you…These fellow doctors and I are going to help you take control of the chaos that has caused you so much pain. You just have trust me…It will all be over soon."

Dr. Essex's gentle coaxing did help the two drugged kids relax a bit as the team of scientists surrounded them and kept a close eye on their physical condition. The bio-mutagenic accelerator may have been a machine honed to perfection by Dr. Essex, but it had still never been used before, so there was always the possibility of unforeseen problems. Yet so much preparation and so many teams of the best scientists that the world could offer had brought the advanced machine to most optimal state it could possibly be. Constant, meticulous testing was all about to come to ahead…For what would happen next was no test…It was the real deal.

"They're vitals look good, Doctor," said one of the lead physicians whose job it was to carefully look over Scott and Jean's physiology for any signs of complications.

"Excellent…Then set up the digital electrodes so we can monitor them from inside the tanks," ordered Dr. Essex, "Is the emergency team still on standby?"

"Ready and waiting Dr. Essex," replied the physician as he and his subordinates fitted both Scott and Jean with a series of monitoring electrodes that would keep their vitals in check.

Turning back towards the large computer array that would monitor the whole situation, Dr. Essex knew that the time was drawing near and so far, everything was going exactly as he had envisioned it in his head for so long now.

"Are you getting a signal?" he asked the lead female scientist at one of the computer hubs.

"Loud and clear doctor," affirmed the scientist, "We've got all their vitals on screen and everything is looking good."

"Then that just leaves one last step…" said Dr. Essex as the rolling beds carrying to the two mutant kids was now directly within the shadow of the imposing bio tubes, "Load them in…"

Wasting no time, several of the subordinate scientists took the two drugged children and placed them both in separate bio tanks. While Scott and Jean had felt this as it happened, they were still unaware of what was going on because of their woozy state of mind. Their anxiety level went up, but there wasn't anything they could do about it at this point except take each frightful moment as it came.

"Now…Lower the feed-in cables and air supply," ordered Dr. Essex, prompting one of the scientists at a computer hub to immediately comply.

Then, from within the empty, sealed bio tubes, a mechanical apparatus from the top resembling a breath mask lowered and was practically forced upon both Scott and Jean. Their anxiety levels went up, but Dr. Essex was quick to reassure them over the inside speaker that had been built into the tubes.

"It's okay…" he said in a deep, calm tone, "Those masks are to help you breathe…Don't be afraid. This is all necessary."

Not having any choice in the matter, neither Scott nor Jean fought it as they began taking deep breaths from the air masks, which did help to relax them to some extent. Then, numerous mechanical wires were lowered in and connected themselves with some of the electrodes while also injecting them with super sharp hypodermic needles, built so finely that the penetration of the skin was not felt by the two children.

"Doctor…They're in," said one of the scientists sitting at a computer hub.

"Then we're ready to begin," said Dr. Essex with a slight hint of eagerness in his voice, "Fill the tanks…"

Upon receiving that order, the engineers who had loaded in the external feed-in components activated the pumps, filling both bio tanks with a glowing green liquid. Both Scott and Jean's heart rate and anxiety level went up as they suddenly felt themselves immersed in a strange liquid and soon found themselves floating in the glass tubes looking out through blurred vision at the stoic, yet eager scientists watching over them. This sudden change in their environment along with the effects of the sedatives that continued to leave them in a semi-conscious state caused their fear and anxiety levels to soar and they both ran the risk of hyperventilating. But Dr. Essex continued to speak words of reassurance to the two children as the next procedures were taken slowly, but surely in order to maximize their results.

The officers, the scientists, and Dr. Nathanial Essex, the mastermind behind it all, all watched in anticipation as the whole future of Shadow Cell now rested on the weary shoulders of two traumatized young children who had suffered so much in life. Now, the most important phase of the experiment was about to begin…Yet it was also the most risky.

"Status report…" he ordered to the lead scientists surrounding him as his gaze remained fixated on the immersed forms of Scott Summers and Jean Grey.

"Chemical balance optimal…"

"Vitals holding steady…"

"Data flow…Looking good."

"Excellent…" said Dr. Essex as he watched the eyes of the two distraught and confused kids lock onto him, knowing it was now or never, "Now…Begin the procedure…"

Everybody soon feel silent as the main operators at the control hubs began running the programs that commenced the experiment. A gentle hum was soon heard throughout the area, hinting at a vast use of power and energy as the green fluid within the tanks began to glow and show signs of electrical stimulation. Through the needles injected into their young bodies and through the feed in tubes that the green fluid had gone through, an elaborate array of chemicals was pumped into the tanks. Immediately, this triggered a reaction within the two kids.

"Doctor…Heart rate and BP just nearly doubled," warned one of the female scientists monitoring their vitals.

"Shock to the system…I anticipated such," muttered Dr. Essex, "Keep going…"

Young Scott Summers and Jean Grey then began to thrash somewhat in the confines of the bio tanks as looks of pain quickly dominated their faces and subtle groans could be heard echoing through the tubes. The experiment was just beginning, but even Dr. Essex knew that the processes involved were far from comfortable.

"Catalyst phase…Nearly complete in 3…2…1…"

"Good…Now begin the main acceleration sequence…" said Dr. Essex, feeling unable to hide his eagerness as he watched many years of countless research culminate before his very eyes.

With a close monitoring of their vitals, the most pivotal part of the experiment began as a series of chemicals coupled with a blast of mutagenic field manipulation energy filled the two tanks, causing even more dramatic discomfort for Scott and Jean. They both let out loud cries of pain as they suddenly felt as though their bodies were on fire both inside and out, but none of the doctors present flinched…They remained completely fixated on their duties.

Time itself seemed to stand still for the scientists as they went through each chemical and energetic process, accelerating and manipulating Scott and Jean's physiology right down to their DNA. On the vital monitoring stations, some of the scientists held back subtle gasps as they watched the cell structure and the DNA of each child change and reform right before their eyes into something that looked more advanced than anything they had seen before.

"Doctor…What's happening?" said the Colonel from one of the protective booths overlooking the experiment.

"The acceleration process has begun…" answered Dr. Essex in a tone that sounded mesmerized from the sights he was witnessing, "The growth and manifestation of the X-gene is accelerating and being used to enhance every cell in their bodies…"

"In English Doctor," quipped the Colonel growing increasingly anxious along with the rest of the officers as they watched the two young kids struggle and cry in pain.

"They are practically undergoing countless enhancements on every level down to their DNA on an unprecedented scale. Their entire physiology is being restructured and advanced to a level unseen before in any human or mutant before them. Every cell…Every fiber…Every protein…They're being advanced to a level beyond anything the natural world could ever muster."

The noise of the machine grew louder with each passing second as the doctors went from step to step, accelerating the growth and manifestation of Scott and Jean's mutation and physiology to an advanced state of functioning. Their bodies were actually starting to change now as a result of this and it was happening right before the very eyes of the scientists who watched on in awe. Muscles grew, slight wounds healed, and an overall growth within the two ten year olds was observed. They were starting to grow from the weak, meager, malnourished bodies that they had arrived in, to far stronger looking forms that only hinted at the great change that was going on within them. However, despite this powerful change, it did not take away from the pain of the procedure. The sedatives may have helped null some of it, but both Scott and Jean could still feel it surging through their bodies like powerful electric shocks, intensifying the pain.

"Doctor…Their vitals are starting to go into the red," warned the female scientist watching over them.

"Just a little bit longer…" said Dr. Essex, not tearing his gaze away from the two kids as their enhanced forms continued to take shape.

"Heart rate's getting dangerous…It looks like they may go into full cardiac arrest!" said another one of the scientists monitoring the situation.

"Offset the chemical balance by a factor of two," ordered Dr. Essex, "It's almost complete."

The emergency personnel were now on full alert, thinking they may be called in at any second, yet Dr. Essex didn't look at all daunted by what he was seeing. The screams and groans of pain from the two kids was getting louder and if they weren't surrounded by liquid, there would have surely been tears in their eyes.

Dr. Nathanial Essex now had a sinister looking grin on his face as he kept watching his two specimens undergo this truly momentous procedure, but momentous or not, it didn't take away from the pain that both Scott and Jean were feeling as the very core and essence of their bodies was being reworked on a molecular level. Then…As the final steps began to take place, something strange began to happen.

While still struggling within the tanks, both Scott Summers and Jean Grey managed to look through the liquid and the glass and see each other's pained eyes. They were still yelling and crying out in pain…Yet the sight of one another was giving them something to focus on…Something to hold onto and fight for the next agonizing moment that came. With everything from their muscles to their brain being affected by this process, everything seemed heightened to them. Practically ever part of their being was being accelerated and enhanced to a level more advanced than either of their young minds could even begin to contemplate…But it was still all but impossible to escape the true agony of this procedure.

However, through looking at one another and focusing on one another through such pain and suffering…Their thoughts suddenly connected through the wave of agony, reaching out to one another and connecting for a desperately sought feeling of comfort. And as the final moments of the experiment came…Both Scott Summers and Jean Grey heard warm, gentle voices in their minds…Feeling beyond the boundaries of pain and finding a common link through their suffering and sorrow.

'Scott…' sent Jean through this connection, her mind and body weak and tired.

'Jean…' sent Scott in response as they both reached out to one another.

Then finally…After so many complex procedures and so much suffering…It all stopped and both Scott and Jean fell unconscious as the fluid began to drain from the bio tanks.

"Final step complete Doctor…" said one of the monitoring scientists as they all scrambled for data print outs.

"Perfect…My wondrous experiment…So beautiful," said Dr. Essex in a daze as he looked at the stronger, more advanced forms of Scott Summers and Jean Grey.

"Doctor!" said one of the female scientists, not knowing what was going on with him.

This seemed to snap Dr. Essex out of his state as he turned back to his associates, putting on a serious look to mask his true jubilation.

"Vitals?" he ordered.

"Unconscious…But stabilizing and holding strong," affirmed the female monitor.

A slow smile spread across Dr. Essex's face as he made his way over to the main data readout centers which were now surrounded by a swarm of eager doctors and scientists.

"Doctor…Look at this," said one of the scientists as he looked back at his display of Scott and Jean's DNA and overall physiological data in a mixture of amazement and shock.

As Dr. Essex and his associates looked over what they were seeing, a look of awe fell upon all of them…For they had done it...They had succeeded. Every cell and every strain of DNA within it was fully enhanced by the process. Their physical and cellular readings were more robust and strong than any normal ten year old. The X-gene was now completely advancedand thanks to its presence, all aspects of Scott Summers and Jean Grey's body and form had been enhanced just as Dr. Essex had hoped. Their mutant readings were even more promising, prompting and even greater feeling of accomplishment for the doctor…Because those powers would be a big part of what he had planned for both the near and far future.

"Doctor!" said the General from the booth above that overlooked the area, "Doctor Essex! What's going on down there?"

The rest of the scientists had given way to jubilation as smiles and joyous laughs suddenly filled the room while Dr. Essex turned back up to the booths where all the weary officers looked back down upon them. Feeling so victorious over what he had just accomplished, the doctor merely smiled widely at the observing officers.

"Dr. Essex!" said the Colonel in a more commanding tone, "What's happened? Was the experiment a success? Do we have our soldiers?"

Taking the microphone, Dr. Nathanial Essex's smile didn't wane as he took one last look back at his unconscious specimens and then back towards the officers in the booth.

"Yes Colonel…We have our soldiers," said Essex in a tone that sounded full of triumph, "Now…Standing before us all…I give you Scott Summers and Jean Grey…The worlds first shadow class mutants and the first soldiers of Shadow Cell."

* * *

AN: That's it for now folks! Now Scott and Jean have undergone a process that has enhanced and changed their bodies and abilities, officially making them the first new soldiers of Shadow Cell. Stay tuned to see just how much this fateful experiment has changed them and how it will impact them both down the road. Trust me…This is only the beginning for them and there's plenty more to come! And just so you know, some of the procedures and details I mentioned from this chapter were inspired in part by my last story "Between Life and Death." If you read that story, you probably understand more what happened in this chapter, but while it is very similar…It's NOT the exact same. Also, one major reminder…REVIEW! Send me your reviews via email or post them on the fanfiction website! Either way is fine as long as you review! Thanks for reading everybody! Until next time, I wish you all the best!

STOP! LOOK! SCROLL! REVIEW!


	5. Lives Remade

**Sinister Soldiers  
Chapter 5: Lives Remade**

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Time for another chapter! But before I begin, a quick word to my reviewers!

**KaliAnn: **Thanks for taking note of my attention to detail! That's what makes this chapters so challenging. But I strive to make each one better than the last and I hope I continue to do so! Thanks a ton for reading my fic and keep up the great work on all your stories as well!  
**Agent-G: **Hey buddy! Thanks again for helping me fix the last chapter. I hope this one is up to par because it's vital in order to set the tone for things to come! Because when you give a guy like Sinister resources, he's definitely bound to use them! Thanks again my friend! You positively rock! Stay cool like you always do!  
**GothikStrawberry: **Hey! Hope you had a nice vacation my friend! I'm glad you liked how I went about Scott and Jean's first meeting! I'm honored I was able to make it enjoyable even if you aren't a big Scott/Jean fan. And I'm glad you like Magnum because she's going to play a much bigger role in this fic than she did in "Extermination!" As for Sinister, I plan for his character to have a lot more depth in this fic than other stories, so expect the unexpected my friend! I'm honored to hear that you think so highly of my story and I can't thank you enough for your support! You rock!  
**Simba317: **Wow, as always, I am left speechless by your oh so stellar review! Sinister has really taken it to another level in this story and the manner in which he goes about his plans in this fic is going to make him a lot more complicated than your run of the mill psycho. Now, he has his two greatest obsessions under his control…And what he does with them is now entirely up to him. Now that Scott and Jean are non-existent, that leaves many changes to be made to this universe and trust me, you won't want to miss them! Thanks as always for the super awesome review! I can't tell you how much I enjoy reading them! You rock! Peace out!  
**Randommarvelfan: **Yeah, I know…Sinister really pulled a whammy on Scott and Jean. But as of now, they have no reason to suspect otherwise. He's given them something they never would have gotten anywhere else. And for that reason, they now are bound to him in a way. You'll see just how strong this bond goes later on and I hope you enjoy where I take it! Thanks a ton for your review! Peace out!

Also, a special thanks to: **Lil Jean, Quillian, LadyDeathstrike1, X00001, Silverdash, Mark C, Jenskott, Speedy Gonzales, Wen1, Communist Penguin, Summers Groupie, Amazing Redd Phoenix, Jaguar, and Jesi0546.**

Thanks again all you wonderful reviewers! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Man, the reviews just keep coming! Thanks a ton everybody!

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Upon completing the momentous experiment, both Scott and Jean were taken to an infirmary where a team of skilled doctors carefully monitored their vitals and physiology. Naturally, Dr. Nathanial Essex was there the whole time, making sure that his machine did everything he wanted it to do. All the trial and error from Weapon X and the Prodigy Project had all culminated with this fateful experiment and as Dr. Essex stood over the two young ten year olds that were now in an advanced state all their own, he couldn't help but smile in pride for what he had just accomplished.

The General and the Colonel were there in the infirmary along with Dr. Essex and so was the mysterious and stoic Magnum, who had yet to say a word to any of them yet. However, Dr. Essex remained confident and seemed to trust the dangerous Russian mercenary, even if her appearance and presence didn't sit well with most of the officers present. Her imposing form now hovered over the two unconscious children as she looked at what she was going to have to work with. She had been given the daunting task of taking two very traumatized ten year old kids and turning them into strong, determined soldiers not afraid to kill. Already, she was going through a multitude of steps in her head that she knew she would have to take in order to harness that emotional angst and turn it into a force to be reckoned with. Having been trained herself by ex Russian KGB and special forces units at a very young age…She knew the power of the human psyche and understood how the limits of the body and mind could be overcome with sheer focus and determination.

"So what's the verdict Doctor?" asked the General as he watched Dr. Essex perform many readings using advanced tools, many of which he created himself.

"It's official General…The experiment was a complete success," proclaimed Dr. Essex proudly, "Both subjects show full acceleration of X-gene manifestation. And just as I had predicted, the presence of the X-gene allowed the rest of the DNA in every cell to become enhanced and grow into a new state of functioning."

"And in English that would mean?" said the Colonel, who was by no means a leading authority in biology, genetics, or mutants.

"That means, Colonel, that every function in their body has been improved and enhanced into a greater state thanks to the X-gene," answered Dr. Essex, trying to suppress his laughter of the Colonel's ignorance, "Like a stepping stone, it's presence allowed my machine to enhance all other functions of their bodies. That means they'll have all the stamina, strength, and endurance necessary to become full fledged soldiers of Shadow Cell."

"But what about their mutant powers?" said the General, "I'm more concerned about the effects the experiment had on them since you told me earlier that neither subject had an adequate amount of control over their abilities."

"Ah yes…That's actually an interesting factor General," said the doctor as he brought up a computer screen showing a digital readout of Scott and Jean's now highly advanced genetic makeup, "For young Scott Summers, the enhancement to his cellular functions has seemed to heal the brain damage I told you about that he suffered in his early life. So it's logical to assume that both subjects now possess a powerful healing factor. And while it is nowhere near the level of that of Weapon X, it's still well beyond anything a mere human can muster. And if this healing can mend brain damage, then I think I can safely say with near certainty that it can heal other serious wounds as well as fight off infectious element ranging from the common cold to the deadliest biological weapon on the black market. However…This healing seems to have done more than just mend the part of the brain necessary for control…"

Dr. Essex brought up another image, this time it was one that showed an entire readout of Scott Summer's body from head to toe.

"So they can heal now…But will they be able to control their powers?" asked the Colonel, not seeing the connection between healing and control.

"Healing in a sense is what garners control on a physiological level Colonel," explained Dr. Essex as he powered up a program that would show what Scott Summers was capable of now, "For young Mr. Summers here…His X-gene first manifested in a way that allowed only a certain amount of energy from the sun to be absorbed and metabolized into a destructive photo-concussive blast through his eyes. The brain damage made this all but impossible to control because it gave him no conscious manner to do so and if the X-gene had been allowed to grow and manifest naturally, then I doubt he would have ever been able to turn off his powers and keep the mechanisms from going off 24/7. But with the growth and enhancement of my machine…The manner in which his body takes energy from his environment has been greatly advanced to the point where he can take more than just solar energy…He can take practically any kind of energy and metabolize it in far greater quantities than before."

"Wait…ANY kind of energy?" said the Colonel, not ascertaining what he meant by that.

"Yes…Any kind Colonel," said Dr. Essex with a confident tone in his voice, "Most people don't know it…But there is more energy in the volume of coffee cup to evaporate the world's oceans. We in science call it many things…Cosmic energy, radiant energy, zero-point energy…But no matter what we call it, it is still just as powerful. And now, this strapping young lad as the power to take that energy, absorb it, and direct it in any way he sees fit. It's like the concentrated firepower of a nuclear bomb all nicely wrapped within a powerful genetic package."

"Amazing…" said the General, clearly impressed by what Dr. Essex just described, "The possibilities for that kind of firepower are practically endless."

"And it doesn't stop there General," said Dr. Essex with a grin as he brought up another screen, "Apparently, the experiment also did more for Mr. Summers than just enhance the quantity and quality of energy he can manipulate."

"What do you mean?" asked the Colonel as both he and the General looked curiously at Dr. Essex's readouts.

"Remember how I said that his powers manifested those destructive blasts in his eyes?" said Dr. Essex as he ran a program that would illustrate exactly what he was talking about, "Well now that the X-gene has been enhanced and allowed to grow and advance, his body has gone beyond simply being able to focus such power through his eyes. You see…The reason why it was only in his eyes was because that was all the X-gene was coded for. Yet since being enhanced, such power and control is now possible in almost all parts of his body. That means that the intense energy he can metabolize can now be used in his muscles that have the capacity to give him a superhuman burst of strength when he needs it for a brief period. And although still somewhat limited to brief periods of time, it also means that he can focus, channel, and unleash these blasts through more than just his eyes…Hell, he can practically use his whole body if he wants to and unleash this great destructive power on a scale he could never have managed otherwise, making it possible to focus it for maximum destruction and power to blow away any foe that stands in his way whether inanimate or otherwise."

Both officers definitely looked impressed at what the doctor had just described and shown them. Since they were both experienced men of war, they saw the value of such abilities when it came to the battlefield. And if this child could be given the proper training, they knew he would be a force to be reckoned with.

"Firepower and strength…" mused the General as he looked back over at the still unconscious boy, "Perfect for the field of battle."

"Indeed General…And just wait until we give him the proper training," grinned Dr. Essex as he saw the fruits of his labor manifesting before him.

"That I look forward to seeing," said the General who seemed to share part of the doctor's excitement about the possibilities with such a specimen.

"But what about the girl?" asked the Colonel, knowing there was still more to discuss.

"Ah yes…Jean Grey," said Dr. Essex in a tone that seemed just as enthusiastic as it was when he addressed Scott Summers, "Ms. Grey has also shown a rather unusual readout both before and after the experiment."

"But is she still just as viable?" asked the General as he once again watched Dr. Essex bring up another readout, this one of Jean Grey.

"See for yourself gentlemen," proclaimed Dr. Essex proudly, "As you both know from the data I gave you earlier, young Jean has the mutant abilities of telepathy and telekinesis. While both of these abilities are rather imbalanced, what made Ms. Grey such an intriguing specimen was the sheer structure of her powers."

"Structure?" said the Colonel, once again feeling that Dr. Essex was speaking in a manner not meant for those who weren't Nobel Prize winning biologists.

"Yes…Both structure and composition," explained the doctor as he went into more detail, "Like Scott, the intensity of Jean's powers are quite great even in their previous, partially manifested state. Yet as in the case of young Mr. Summers as well…The control mechanisms for managing such powers were not present. Before she went though this machine, the capacity for her abilities dictated by her X-gene was growing in terms of power and intensity…But her ability to control it was not. In fact…If she hadn't gone through my accelerator, there's no doubt that both her telepathy and telekinesis would have kept growing and growing at an exponential rate as time went on until they got to a state beyond the capacity to measure."

"Sounds dangerous," said the General, looking somewhat concerned upon hearing such things about this young girl's powers.

"It was General…But don't worry, my wondrous machine has apparently fixed that," said Dr. Essex with a grin as he looked at the enhancement readouts, "Thanks to the acceleration process, Ms Grey's X-gene appears to have been turned from incomplete, to fully functional. Her X-gene now has all it needs to grow to levels far beyond the capacity of any lower class mutant while maintaining perfect control in the process. Her telepathy and telekinesis should be in perfect harmony…Evolved to the maximum level of power and intensity so that it promises to make her one of the most powerful psychics who ever lived."

"Telepathy and telekinesis…" said the General to himself as he looked over at the young girls still lying unconscious in the bed, "The capacity for both knowledge and destruction…Very impressive."

"I didn't say I was done, General," said Dr. Essex with a humored grin.

"You mean there's more?" said the Colonel in a surprised tone.

"Indeed there is…" said Dr. Essex as he brought up another screen, "While Ms Grey's advanced telepathy and telekinesis along the enhanced functions of her body will make her a powerful force as it is…My machine seems to have caused a rather unforeseen developments in her mutation."

"Is it something to be concerned about?" asked the Colonel, always the anxious one.

"Depends on how you see it…" said Dr. Essex, not sounding too concerned in the slightest, "According to these readings, the enhancements to the X-gene and to Jean's telekinesis as actually caused a new ability to manifest along with the ones she already possesses."

"A new ability?" said the Colonel curiously, "What kind of a new ability?"

"One that might not have manifested on its own if she hadn't gone through my machine," said Dr. Essex, once again relishing in the feeling of his accomplishments as he looked at the data before him, "In addition to her primary powers, the enhancements seemed to have given her the ability to manifest strong pyrokinetic powers as well. Meaning in simpler terms…She can create and manipulate fire."

"Fire…" said the General as he contemplated the uses of such ability on the battlefield, "Telepathy, telekinesis, and the ability to create fire…Not bad Dr. Essex. Not bad at all. I have to say…I'm truly impressed with what you've accomplished with these two. You've done everything you promised and then some in a manner that has been quick, efficient, and quite cheap."

"Thank you General," said Dr. Essex in a humble tone as a sign of good faith, "I am pleased that my work has given so much progress to the betterment of the country. But keep in mind…These two are only the beginning. They have shown that the processes that I have completed and perfected truly work. Weapon X and Prodigy cannot boast such success and given time…Both specimens along with subsequent recruitments will provide for a new age of soldiers for the protection and safety of this country and this world."

"And it couldn't have come a better time Doctor," said the General as he once again looked upon the two young mutant children that held so much promise, "With more and more enemies showing up every day, this country needs all the help it can get."

"I won't argue that sir, but I do have one more question…" said the Colonel, also quite impressed with what he had heard, yet still somewhat skeptical in certain areas.

"But of course Colonel, seeing as how you are a vital part of this project," said the doctor in a friendly tone, which he knew kind of annoyed him.

"You say you plan to recruit more mutants for this project…" he began as he looked back at the two unconscious kids, "And if they go through that machine of yours and come out as powerful as you say these two are…Then how do you intend to keep up with controlling and managing them? My GURSO unit is strong, but if too many powerful mutants such as these two become a part of this, then keeping them in line may prove difficult and be quite detriment if something goes wrong."

"Do not worry about that for the time being, Colonel," assured Dr. Essex, "Let us simply focus on developing these two and working out the kinks in the training phase so we can better perfect our development as a unit."

"I'm sorry Doctor…But that's not the way I operate," quipped the Colonel in somewhat of a more stern tone of voice, "The General put me and my GURSO as head of maintenance and security in this project and I can't do my job unless I know that there's some sort protocol for keeping these very dangerous individuals under control."

"The protocol is as simple as you put it when we first began Colonel," retorted Dr. Essex in an undaunted tone, "If they go rogue or something unforeseen occurs…Then your entire unit will converge and annihilate them. But if everything goes according to the meticulously crafted plan that I have instigated with this project, then that won't be necessary."

"But keep in mind Doctor…No plan goes absolutely flawlessly no matter how brilliant or knowledgeable the people involved are," argued the Colonel, "Dr. Cornelius of Weapon X can attest to that…What's left of him at least."

"Then we shall simply learn from our mistakes Colonel," said Dr. Essex as he took a step closer to the ever ostentatious Colonel, "Now I know you are a very paranoid man…And I know that you have certain distastes about this whole project for reasons that I can't seem to convince you otherwise. Never the less…We are both driven by the same goals…Protecting America. Now if something comes up or if something unforeseen starts to threaten the security of us this project and the people outside it…Then we shall work the problem and deal with it. But for now…Let us simply do our jobs."

"But…"

"That's enough, Colonel!" said the General, cutting him off in mid sentence before he could go any further, "If you have concerns, follow the proper protocols…Otherwise, do your part with the privileged power you have been given. And keep in mind that if I sense that you are proving to be a menace to the progress and success of this project…I'll have no qualms about relieving you of your position. Is that clear?"

The Colonel had to swallow the bitter taste in his mouth as he looked back at his superior officer and then towards the still smiling Dr. Essex. He didn't like that the General was taking his side and making him seem like a problem instead of a voice of concern. He still had his suspicions about certain aspects of this project like the lack of mental conditioning to make the recruits more docile and manageable, yet Dr. Essex seemed determined to let them keep their free will. He was also weary about bringing more mutants into this very secret project and turning them into such powerful forces, but neither Dr. Essex nor the General seemed too worried about that either. The Colonel had never been a big fan of mutants…Hell, it was one of the reasons why he formed the GURSO unit. But like it or not, he was a part of this project and he had a role…And if he squandered this opportunity, the consequences for him could be quite dire.

"Yes sir…" he finally answered.

Just then, one of the scientists who had been examining the physical condition of both Scott and Jean spoke up and caught the attention of the three men standing off to the sides of the beds.

"Dr. Essex…They're starting to stir," he said as he heard a light groan from Scott and noticed some slight movement in Jean's hand, "It appears they're recovering quicker than we had estimated."

Immediately turning his attention towards his proud specimens, a new feeling of excitement came over the doctor as he saw the two children that were now such a huge part of his elaborate plans start to stir into consciousness once more.

"Excellent…" he said with a grin as he approached the area in between both of their beds, "Everybody…Leave us."

"Excuse me sir?" said the doctor who had spoken up as the rest of the scientists present also looked back at him curiously.

"I said leave us…All of you," he ordered, "Except for Magnum…She stays. There are a few things that I need to discuss with our little recruits."

Looking over towards the General, he lightly nodded in confirmation as he and the Colonel led everybody out so that only Dr. Essex and the Russian mercenary were the only ones in the room. While they both stood in wait for Scott and Jean to regain consciousness, there was still one thing left that Magnum was concerned about as she now stood alone with the one person she could even remotely trust in this very hostile facility.

"I don't trust that Colonel…" she said in her heavily accented voice.

"Magnum…You don't trust anybody," grinned the doctor as he remained focused on the two kids lying before him.

"True…But I have a sneaking suspicion that he may be a problem with what we both have planned in the long run," she replied in a deep stoic tone.

"Oh come now…You shouldn't concern yourself with such things at this point in time," said Dr. Essex, feeling too proud of his accomplishments to feel any pessimism, "That Colonel is a mere nuisance. As long as I have support of the General and the rest of the superiors both in and out of Washington, he'll have no power to interfere."

"But he still controls the GURSO unit," she argued.

"Let me worry about that for now, Magnum," assured Dr. Essex in a confident tone, "You're only concern at this point is finding a way to turn these two strapping young lads into the most efficient and deadly soldiers that they can possibly be. And in order to do this, both you and I need to be more than just their superiors…We must be their nurturers as well."

The imposing Russian mercenary didn't respond as she merely stepped back away from the beds, allowing Dr. Essex the space he needed to address his proud creations. While she was never one to trust anybody, she knew she still had a job to do while she was here and had best focus on accomplishing it in the way that only she could. Dr. Essex had told her more about this project than he had the rest of his superiors and she knew things that would most definitely not sit well with the rest of those involved. But being the secretive woman that she was, that little tidbit of information would stay securely with her and the doctor as she watched the two young children who were to be her pupils return to consciousness.

"Scott…Jean…Can you hear me?" said Dr. Essex as he heard a slight groan escape from Scott while seeing Jean's eyes start to flutter.

Both Scott and Jean felt as though they had just been through hell and back. It was like a truly vivid nightmare that had manifested in a painful daze around them, searing them burning every nerve in their bodies from the inside out. However…Now, as they awaked from this nightmarish state, they felt so…Different, for lack of a better word.

As they both came to their senses, they felt a strange new wonder within their bodies that had not been there before. As Scott woke up and gradually took in where he was once more, he felt as though he was a few inches bigger. In addition, the muscles in his body felt somewhat bulkier, as if they had been set for unprecedented growth, helping to change the thin, malnourished appearance he had when he first arrived. However, the one feeling that stuck out most in his mind had to do with the abilities that so ardently plagued him. Instead of burning, painful pressure that always seemed to be building up in his head…He felt a strange connection with the energy around and within him. And unlike before, it wasn't the same painful feeling that made him so weak…If anything, it made him feel stronger. There was a power he could feel within him…One that had taken what he felt before and amplified it to another level that he didn't even know existed. This strange new feeling was strong, but it frightened the young boy to no end as he was left with a dazed sense of confusion about what had just happened to him.

For Jean Grey, the feeling wasn't much different. As she woke up and became more aware of the world around her, she immediately felt a strange difference in her body that had not been there before. Like Scott, she was an inch or so taller and the muscles in her young body had grown, altering her malnourished form as well to something that looked full of potential and primed for growth. However, what she noticed most were the sensations in her head. Before, all she could feel was a painful bombardment of outside thoughts and feelings that flooded her mind and caused her a great deal of pain and confusion. But now…She heard no such voices or felt so such things. She wasn't wearing the inhibitor that she and Scott had been forced to wear earlier, but she was still in control…A very unfamiliar feeling to the young girl who had been bound and drugged for the better part of the last three years. In it's place, there was a much stronger, far more powerful set of feelings in her head now…Feelings that flowed all throughout her body in a strong, balanced psychic aura that brought both her telepathy and telekinesis to a whole new level. And although she didn't know it at the time, her pyrokinesis was brewing just as much beneath her skin.

Both youths were very confused and quite scared at all these new feelings. They didn't know what had just happened to them or what these new sensations meant, yet the one thing that did stand out almost as much as this new phenomenon did was the strange new feeling within the depths of their minds. While in those nightmarish tanks, something had happened during the process that caused them to reach out to one another both physically and mentally through the pain and suffering of both the past and the present. That longing had established some sort of strange connection that they both now felt, yet didn't quite understand. It offered them both a warm, comforting feeling to help with the fear and anxiety that they both felt as their vision cleared and they both saw Dr. Nathanial Essex sitting in the area between their beds, smiling warmly at them.

"Welcome back to the world of the living my children," he said in his deep tone as their young eyes became fixated on him.

"What…What happened?" said Scott, his voice strained and raspy.

"I made good on my promise…" said the doctor with a smile as he helped both children sit upright in their beds, making sure he was careful not to do anything too fast, "Just relax now…The process is over."

"Process?" said Jean in a dazed voice, still feeling a bit dizzy upon her return to consciousness.

"Yes…The process that I told you about," said Dr. Essex as he once again drew the full attention of the two confused ten year olds before him, "You see…The abilities and powers that you once wielded…Have now been enhanced to a whole new level. I know you can feel it in your bodies and minds…The power that is written into your blood."

"But…The voices, they're…" began Jean Grey as she struggled to make sense out of everything that was happening, but the doctor soon cut her off.

"They're gone now Jean," he assured her with a comforting gesture, "You are not crazy…Just gifted. Thanks to my machinery and know how, you will never have to feel the pain of uncontrolled thoughts or the incessant pressure and burning sensations in your minds and bodies ever again. You both now have the capacity for something you never could have gotten otherwise…Control."

"Control?" said Scott, his young mind still not fully ascertaining the complex situation at hand.

"Yes…Full control of greatly intensified powers," said Dr. Essex, not hiding the excitement he felt in his tone, "You see…In your blood, your gifts have been written. Whether it be firing off destructive energy beams or hearing peoples thoughts and moving objects with only the mind…It is a part of who you are. Now…It has been enhanced and strengthened to new heights of power and potential. And thanks to what I have done…You both have the capability to fully control this power. They are no longer curses…They are gifts now…Gifts that can truly be used for a noble purpose."

The two young kids who had suffered so much in their brief lives were in a state of awe at what this mysterious man who had helped make the pain of their 'abilities' go away and put into their place a new plethora of sensations. Dr. Essex had done something truly unique with their minds and bodies and just by listening to the way he spoke and the manner in which he addressed their mysterious mutant powers, it was clear that this was only the beginning for him.

"But…What do you want with us?" asked Jean as she and Scott were now fully aware, "Why have you done this to us? Why did you help us?"

Dr. Essex took a deep breath, knowing that what he was about to explain might be a bit hard to ascertain for a couple of ten year olds. Never the less, he was confident that what he said would truly resonate with them…For all was going exactly as he had so meticulously planned.

"You both possess an amazing amount of power my children," said Dr. Essex as his tone became deeper and more serious, "You're abilities are truly unique…And now that I've enhanced them, they are truly on another level. And it's not just your abilities that I've enhanced…You're bodies and minds have also been advanced to a truly higher state of functioning. There's so much about you that's been enhanced…So much that could never have happened if I hadn't found you two in the first place. I chose to do this…Because I know you two have the gifts necessary to truly make a difference. Now, with your mind, body, and abilities…You both have a great deal of potential."

Dr. Essex let this sink in for a moment as he now drew the full attention of the two young children sitting before him. It was clear that they were both intrigued by what he was saying…A clear sign that he all was going well as he had hoped.

"This facility…This organization that took you both out of the hellish lives you were stuck in…Is what we call Shadow Cell," he explained, making sure to go slow so that their young minds could understand, "It's more than just a place…It's a unit…One that uses beings of immense power and talent such as yourselves to create soldiers to defend this country and the free world from tyranny, oppression, and injustice. There are so many enemies out there that seek to do nothing more than cause pain and destruction upon innocent people…Pain not at all unlike that which you have felt in your lives…Loss, loneliness, sadness, hopelessness…"

The looks on their young faces sank as they were once again reminded of the great deal of pain they had suffered in their short lives. They had both watched their families die right before their eyes and they had both been forced to live all alone in a world that seemed to do nothing more than hurt them. Dr. Essex knew this very well…More so than they thought…But that only fueled his drive to bring them into this ambitious project which promised to reach further than anything else he had ever been a part of.

"You two…Scott Summers and Jean Grey…You both possess everything that is necessary to become a part of this glorious organization," said Dr. Essex in an increasingly excited tone, "You had all the right stuff we needed to form the first of what we hoped would be the true building blocks of an unstoppable unit…One that could help prevent the kind of feelings that you both know so well from overtaking millions of innocent people. That's why I sought you…That's why I helped you…To give you the chance to become a part of something that can truly make a difference in the world."

"But…How?" asked Scott, not seeing how a couple of poor orphans could make as much difference as he said they could.

"By taking all the gifts you have been given both mutant and non-mutant alike and honing them on a whole new level," said Dr. Essex with an expression of ambition and idealism on his face, "What I'm offering the both of you is the chance to become the first, but hopefully not the last recruits of Shadow Cell. You're powers, your bodies, and your minds will be trained by the best this world has to offer…Helping you to become something far greater than mere heroes…Proud soldiers. Everything we have here…All the resources that this great nation has poured into this project…They are focused on creating soldiers. But with Shadow Cell…You won't just be soldiers…You'll be true warriors of peace. You will be able to fight the foes that nobody else can fight and stop the devastation that could wipe out and cause great suffering to millions of innocent lives. You have so much power and potential…And we want to help you hone it in order to use it for the true betterment of the world."

Scott Summers and Jean Grey were now at a crossroads. What Dr. Essex was describing seemed almost too fantastic to be true. In many ways it was very scary…But in other ways, it made sense. They both knew now that they had a great deal of power…Yet they did not know what they would do with it. What purpose could such abilities possibly serve them? Dr. Essex was now offering them a chance to give them purpose…To use them for the greater good. They had both suffered so much…Yet now they had a chance to make it so others didn't have to feel their pain. It was an enticing offer…One that would give them something they had not been able to find ever since the tragedies that took their families away…And that was something to believe in…Something to fight for.

"But…" said Dr. Essex after a brief pause, "As I have said before, I can't make you do this. I want you both to make the decision on your own. Now this is what I am offering…A fulltime place here at Shadow Cell. This will be your new home…This will be where you will hone your skills. As a part of this unit, you will be given the full training of every part of the American military machine. You will be taught skills far beyond the bounds of other soldiers. You will both become a team of great warriors…Ones that have the ability to fight for something you believe in. Now I'm not saying that this is going to be easy. The training I'm talking about will be rigorous beyond measure…But it will make you both much stronger in the end. It will be intense…For you will have to wake up ever day and push yourself to the limits in order to make yourselves the most efficient soldiers ever trained. The lives you had before will officially end…And neither of you will exist in the world any longer…For you will both become shadows of freedom and democracy. You will be strong, proud, and doing a great deal to help your country and your fellow man. Scott Summers…Jean Grey…The choice is yours. On one hand…You have the path towards strength, courage, and valor…And on the other you have the path towards weakness, fear, and uncertainty. It's all up to you now…Which path are you going to choose?"

It was a truly monumental decision for a couple of ten year olds to make. They were just a couple of scared kids who were now being offered the chance to become the most powerful soldiers ever trained. It seemed as though they were finally given a break in their painful lives. Becoming a part of this would make it so those lives never existed and they would only have memories left to contend with. And after being weak for so long, the promise of actually becoming strong…Proving all those who brought harm to them wrong…Was a very enticing matter.

Scott and Jean looked over at one another, seeing and feeling the uncertainty in one another's eyes. Yet at the same time, there was now a new feeling of hope within the both of them…A feel that they could wake up and make each day better than the last…Not just for themselves, but for many others out there like them. Their young souls had been tainted so much by the darkness in the world…Yet they had remained pure with a sense of good despite all this. And as they seemed to read the look in each other's eyes…The choice before them finally became clear and they both knew now that their lives would never be the same after this.

"Dr. Essex…I choose to join," said Scott with the first hint of determination in his voice in over three years.

"Me too…" said Jean, also feeling confident for the first time in what seemed like forever, "I want to be a part of Shadow Cell too."

A wide, approving grin spread across his face as he looked back towards Magnum with a feeling of great triumph. While she hid her feelings and expression with superhuman skill, even she couldn't deny the sheer power of the moment that had just taken place. It had gone every bit as well as Dr. Nathanial Essex had planned…Now all that remained was to begin what would promise to be a long, hard process…One that would take them all to a new and uncertain future.

"I'm honored to hear that…" said Dr. Essex as he stood up and looked back with great approval at his first two successful recruits while Magnum stepped forth and made herself known the kids she would now be mentoring, "You're training will begin immediately. This woman is Magnum…And she will be your mentor and teacher. Both she and I will guide you down the path towards becoming true soldiers. Now…Scott Summers and Jean Grey…On behalf of everyone here at this glorious facility…Let me be the first to say...Welcome to the world of Shadow Cell."

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AN: Well, it's official…Scott Summers and Jean Grey are now pupils of Dr. Essex and not Professor Xavier. This is where the timeline diverges people, for the world of X-men: Evolution will never be the same! Now for any of you who read "Between Life and Death," you'll know the nature of the new powers that they both have been given to some extent, namely that of Scott in that fic. And just so you know, because Dr. Essex's machine has given Jean the control over her powers that was not possible before, assume that this has made her incapable of turning into the Phoenix. As strong as she is, she'll have the ability to control her powers now like Scott, so the Phoenix is not possible in this universe since it's so focused on her powers being uncontrollable. But don't worry…The pyrokinesis was just a little add in to connect with the feel of the Phoenix, so I haven't completely negated it. And trust me, I have plenty more planned! Stay tuned to see how Scott and Jean go from being scared, malnourished orphans into becoming all out soldiers with Magnum as their teacher! This fic is far from over, so be sure to REVIEW! Send them to me via email or post them on the fanfiction website! Thank you all very much for reading and I wish you all the best!

WAIT UP! DON'T CLICK OUT YET! REVIEW!


	6. Training

**Sinister Soldiers  
Chapter 6: Training**

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Here we go again! But before I begin, a quick word to my reviewers!

**Agent-G: **Yeah, I'm glad you liked how I explained it my friend. I really wanted to make it clear the kind of changes Dr. Essex made to them. Because when you're dealing with a man like him, power is key! You'll see some of the affects Magnum has on Scott and Jean with this chapter, but as for Vincent, he comes in next! Thanks again for letting me use him my friend! There's no way this fic would be anywhere as good without him! You rock man! Thanks for the support! Stay cool like you always do!  
**KaliAnn: **Well, biology was one of my best subjects! Why not put it to good use? Besides, I wanted to give a little how and why to what Dr. Essex did to them and that's where my knack for science paid off! Thank you very much for your wonderful support my friend! It really means a lot to me! You rock! Peace out.  
**Jesi0546: **Yes! The Professor, the X-men, and the Brotherhood will all be in this fic! But you'll have to wait a while to see them. Thanks for the review! Enjoy!  
**Reality Bender: **Yes, I noticed that too when I finished writing it. It is eerie when you think about it since Professor Xavier and Dr. Essex had in a sense, the same offers…Control, belonging, comfort, etc. It just goes to show how different Dr. Essex is in this universe compared to others. Yes he's a bit eccentric, but he's not stupid. And I'm glad you liked how I handled the Phoenix! I didn't want to deal with it in this universe, but I didn't want to abandon it either! Thanks a ton my friend! I really appreciate that! I hope you like what I have in store for this world and I appreciate all your kind sentiment my friend! You rock! Peace out!  
**Simba317: **You never cease to amaze me with your feedback my friend! And I'm glad I continue to inspire such wonderful comments from my work! And I'm glad you like the new side of Dr. Essex, because that's definitely going to come into play later on. Magnum will also have an affect as well as you'll see in this chapter! And I'm glad you liked some of the "Between Life and Death" references. I felt it was logical given the way Dr. Essex thinks. As for future recruits, namely Vincent, Wanda, and X23, you'll just have to wait and see! I hope you like it because it's going to be big! Thanks as always for your super awesome review my friend! It always brightens my day! You rock beyond words! Peace out!  
**Heartsyhawk: **Hey! Welcome back my friend! I hope you had a good vacation and I hope you enjoyed the updates! As always, I'm honored to hear such kind words from you and I really appreciate it that you refer to me as one of your favorite authors! There's still so much more to come with Scott, Jean, Magnum, Dr. Essex, the Colonel and plenty of other characters that shall make their appearance all in due time! Thank you SO much for all your wonderful support! I can never tell you how much it means to me. You rock my friend! Peace out!  
**GothikStrawberry: **Well Magnum has good instincts, so I guess you'll just have to wait and see how valid they are as the story progresses. I agree with you when you say she isn't a nice person…But then again, she's the best at what she does and that'll show a lot in this fic! And that bit about Jean's powers was just my way of tying the Phoenix into this universe…Only in a slightly different manner. I'm glad you liked it and I hope you like the many other ideas I have planned for this story! Thanks a ton for the review!

Also, a special thanks to: **Quillian, Silverdash, Lil Jean, Wen1, HolanisCute, Amazing Redd Phoenix, ItOnlyHappensToUs, Mark C, X00001, Howlerdrode, and Jaguar.**

Thanks again folks! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Man, the reviews just keep coming! Thanks a ton everybody!

* * *

With the successful experiment in using the bio-mutagenic enhancer on Scott Summers and Jean Grey, the two mutant children now had the power and potential to become the valiant soldiers of Shadow Cell. For Dr. Nathanial Essex, it was a major victory that won him a great deal of power and praise among the vast team of officers and scientists that worked with him to lay the foundations for what they hoped to be one of the most ambitious projects in American military history. Nobody was more pleased about this than Dr. Essex, who now walked with a great deal of respect among the growing organization that was Shadow Cell. Thanks to the success of the experiment, the General managed to convince many of the political and military leaders back in Washington to grant them more resources and personnel. The facility was expanded and modified with even more advanced equipment that would aid in training their new recruits and performing top notch research. In addition, the plans for systems that would monitor intelligence on threats throughout the world were already in the works, but before any such apparatus could be implemented…Scott Summers and Jean Grey had to be trained.

Under the powerful guidance of the Russian born mercenary known as Magnum, Scott and Jean began what was sure to be a long, hard road on the path to being the best soldiers they could possibly be. Both Magnum and the officers present from many divisions including the Army, Marines, and Navy Seals wasted no time in conditioning the two damaged, undernourished children for the rigors of becoming soldiers.

Their days started early in the morning and didn't end until late at night. Practically every moment of their day was spent doing some sort of conditioning whether it be physical or mental. It was clear that they were still very traumatized to Dr. Essex and all those who worked with them. Both Scott and Jean still struggled with nightmares, sadness, and depression, but the rigorous training that they began under their new mentors helped give them the strength of both body and mind to finally fight these horrible feelings that had long haunted them. Under the several boot camp sergeants that they were conditioned under, they were yelled at, broken down, and toughened up on a daily basis with rigorous exercises that would have caused any normal bodied person to faint. Such treatment that was both harsh and necessary in the minds of all those who wanted to see this project succeed was difficult for both Scott and Jean to take, but by helping each other and by pushing themselves to limits they had not known existed, both mutant kids were beginning to develop a new sense determination that they would use to push aside the pain of their past, for their slate was clean now and ready to be molded into something far greater.

While the drill sergeants and the rigorous training routine that they forced upon them every day was tough, it was under Magnum's tutelage where both Scott and Jean truly came into their own. Magnum was no drill sergeant, for she was not the kind of teacher who dehumanized her pupils and focused on turning them into mindless drones. She was a soldier of honor and principle in both body and mind and she worked to pass on many of those traits to Scott and Jean as she taught them the mindset and philosophy of a soldier and a killer. She showed them the near superhuman skill and reflexes that she had mastered with her body over many years of training and discipline and began using the enhancements that Dr. Essex's machine had given them to lay the foundation for them to become a fighting force unlike any other.

Magnum was present during all boot camp sessions with the drill sergeants, lending advice and guidance that no other officer or official could give. And when they weren't with the drill sergeants, Magnum was spending hours with them in specially designed private quarters teaching them the art of CQC, the advanced fighting style that she had created herself from practically every from of fighting known to humanity. And since Scott and Jean were only ten upon beginning their training, they were at a very tender age for Magnum to work with. Like her, they would learn at an early stage in life, developing it to the point where such fighting skill became almost like breathing to them. It would allow a kind of advanced mastery of CQC that few people could ever muster.

Learning CQC and undergoing boot camp starting at such young ages was tough enough for a couple of ten year olds, but in addition to that their advanced mutant powers made it all the more difficult for them. However, this is where Dr. Essex came in. Nearly half of their rigorous day was spent with him during the early days learning the ins and outs of their abilities. With the help of Dr. Essex's advanced scientific hardware, they were trained to hone their powers to a level of unprecedented skill for mutants of their age.

For Scott, Dr. Essex employed an army of body/mind specialists to help him take his advanced energy manipulation abilities and use them to their full potential. At first, they went with the simplest skill, firing optic blasts with his eyes. With help from Magnum, his aim and focus became quite good for someone so young, but his eyes were just the beginning. As Scott became more comfortable with his powers, he began taking the energy that used to only manifest through his eyes and concentrate it all throughout his body. This meant that he could fire powerful blasts through other mediums than just his eyes. It got to the point where he could make his entire body glow with intense energy, focusing it to levels of varied intensity and channeling it into immense, concentrated blasts of power that had the potential to bring unprecedented fury and destruction against any enemy that stood in his way. In addition to the firepower element, the enhancements to his powers also gave him the ability to take the energy he tapped and use it for an temporary burst of strength or stamina when the going got tough. It was found that for short periods of time, he could manage to lift over 500 pounds under this energized state and since he was so young, that weight promised to go up as he got older as he learned to wield this great power with increasing intensity and skill.

For Jean Grey, her powers required an entirely different set of methods for honing and control. With the resources at hand, Dr. Nathanial Essex used his understanding of psychic powers to allow her to wield her telepathy and telekinesis with great control and stability. In addition, Shadow Cell employed many former Psy Ops agents that had been used during the Cold War to train young Jean Grey. She was taught to use her powers for such things as sensory manipulation, mental probing, psychic scanning, and telepathic communication. The potential in her DNA alone gave her the capability to become one of the most powerful psychics that ever existed and with rigorous mind/body focus, she learned to take her telepathy and telekinesis to unprecedented levels. With her telepathy, it was found that she could break her way through a multitude of mental shields and span it over great distances that were small at first, but quickly grew with training. In terms of telekinesis, she started with light objects like baseballs and bowling balls in order to learn how to control and maneuver objects with her mind, but as time went on she managed to lift far heavier objects that weighed a few tons and since she still had plenty of room to grow, that yield was expected to rise with time. In addition, Dr. Essex also educated her on her pyrokinetic powers that had manifested as a result of the experiment as well. This took a while for her to grow comfortable with, but once she got the hang of it, she gained the skill to engulf her body in flame and direct it in almost any direction she wanted. With encouragement from both Dr. Essex and Magnum, Jean Grey was finally beginning to get a hold of the abilities she once was thrown into an insane asylum for.

Thanks to the strong guidance and tutelage of their mentors, Scott Summers and Jean Grey learned to manage their powers in a way they never thought possible. Such control and intensity alone would give them a serious edge in any conflict, but this was only the beginning and they knew it. With their powers under a new sense of control and their intensity level growing with time, the two young kids were becoming stronger and more confident. The powers that were once their weakness had now become their strength and it gave them a new sense of determination and drive to better themselves and prove their once dogmatic views about being a hopeless cause dead wrong.

With the knowledge and training granted to them by Dr. Essex, Magnum, and the rest of Shadow Cell, Scott and Jean were beginning to wield their powers with increasing skill in a multitude of ways as the intensity of their abilities grew steadily along with their young bodies. It opened the door to a world of potential thanks to the skill and strength they were being taught as soldiers and the mentality and drive that they were being taught as warriors. With each day that passed, the looks of determination and drive upon their young faces were growing as their rigorous new lives began to harden them both mentally and physically. Even at such young ages, it was clear that early signs of strong muscle development were beginning to show both as a result of conditioning and as a result of the advanced body structure from Dr. Essex's machine. They were already slightly big for their ages and they only promised to grow more as their minds, bodies, and powers continued to grow.

However, such training and advancement in terms of their abilities and skill as soldiers did not come without its rough points. Since they were still mutants and a couple of non-existent citizens, Scott and Jean were pretty much always under the watchful eye of the GURSO unit. Even when they went outside or traveled to specified locations for training, there was always a team of GURSO soldiers near them, fully armed and ready to take them out at a moments notice. It was very scary for the two young children at first, but as they became more and more hardened by their rigorous existence, they became somewhat accustomed to it.

While the Colonel, the GURSO soldiers, and a plenty other officials in Shadow Cell remained distasteful of mutants, Scott Summers and Jean Grey did not voice any complaints or let such attitudes get to them when they were still very scared and traumatized. This was thanks in large part to the guidance and encouragement of their mentors, Dr. Nathanial Essex and Magnum, who were quickly becoming like parental figures to them. It was because of them, they were encouraged to keep their sense of individuality rather than succumbing to the rigorous dehumanizing affects that training from practically every military division in existence brought. They spoke to them not just as pupils, but as regular individuals who needed their assistance in life as they grew and developed in a way few people ever had before. It was hard enough having to contend with their troubled pasts, but in the end…They managed to fight through such horrors with help not just from their superiors, but from each other.

Ever since they had first met each other at the insane asylum where young Jean Grey had been forced to stay at for a large part of her childhood, Scott and Jean developed a very special bond as they lived, grew, and fought together through the rigors of their training. While many of their drill sergeants often yelled at them about soldiers being devoid of emotion, Dr. Essex and Magnum taught them otherwise. Emotion to them was what made them who they were and gave them strength when simple drive alone couldn't get them past certain challenges.

During those first lonely nights, Scott and Jean often snuck into each other's rooms despite being the lingering presence of GURSO soldiers to be with each other and lend one another comfort as nightmares about their past still lingered. Sometimes they would cry or shiver at the feeling a particularly strong nightmare and they would simply hold one another and say supportive words to each other to help them get past it and live through another day. Through this strong comradery during training and the comfort they gave each other outside of training, both Scott Summers and Jean Grey began developing a unique and special bond that extended somewhat beyond the physical and emotional elements and grew into something so much more. In some ways, it could have been as a result of Jean's telepathy that allowed them such a unique sense of closeness…However, as time went on, it clearly became more profound than that.

At first, the Colonel expressed his strong dismay at allowing Scott and Jean to sneak into each other's room during the short nights they were given. Like most staunch soldiers, the Colonel believed that emotions had no place within soldiers, but for Dr. Nathanial Essex, he watched this strange development between the two youngsters with an enthusiasm and jubilance. His justification was that the closer they grow, the more cohesive they'll be on the battlefield. However, there were far more complicated reasons for this attitude…Reasons that the doctor kept to himself as he simply watched with an inner smile at the growing closeness between Scott and Jean, for it would make a few things much easier for him in the future.

* * *

Days, weeks, and months ticked by for Scott Summers and Jean Grey in an almost incoherent daze as their lives continued to evolve into a plethora of rigorous training and routine. They were up early all the time and it was never clear when they would be allowed to sleep again. Sometimes they would remain awake for days on end with their rigorous training and exercise. And since much of their actions were closely scrutinized by both GURSO soldiers and scientist monitoring their growth, it left few moments of rest. Nearly two years passed almost without Scott and Jean realizing it as each day was pretty much in the same context as the last. It seemed that their only purpose was to wake up, train, and get stronger in every facet of being a soldier whether it was with Magnum and CQC or with their drills sergeants in gaining proficiency from marine, navy seal, army, special ops, or delta force training. They had to be adapted for their tender ages, but that didn't make it any less rigorous for them as the two mutant kids were continually hardened with each passing day.

Dr. Nathanial Essex couldn't help but admire how much they had grown in this time as he watched them go through their routine of intense training. They were becoming so strong both on a personal, physical, and mutagenic way. He couldn't help but feel a great deal of pride for having brought them into this world and seeing them exceed many of his initial expectation. It was all going better than he could have ever planned and at this rate, things would move forward precisely on schedule.

At the moment, the proud doctor was standing on an observation deck that overlooked one of the many training areas that Magnum used to teach Scott and Jean. He had already heard from her that they were already quite proficient with the basic arts of CQC and would be ready to learn the more advanced parts very soon. Now, she was beginning to teach them basic weapons training with things like knives and bow staffs that could very well be necessary during certain combat situations. Eventually, she planned to teach them the same skills with firearms she had mastered that made her one of the most deadly mercenaries in the world to begin with. But since both Scott and Jean were still so young, such training would have to wait so that they could learn gradually and efficiently in order to make them the best they could possibly be.

"How are they looking Dr. Essex?" asked the General as he stepped into the observation deck along with the Colonel and a few other officers and officials.

"See for yourself General," said Dr. Essex with a proud grin.

As the General and his associates looked down into the area, they saw twelve year old Scott Summers and Jean Grey sparing in karate uniforms against Magnum using wooden swords. They were both double teaming her, but armed with two swords, the Russian born mercenary was still able to fight them off with ease. It was a rather impressive display of speed and skill on both their parts, for all their movements were quick and fluid even if they weren't on par with the far more experienced Magnum. But still…It wasn't bad for a couple of growing kids.

"Impressive…" said the General as many of the officials seemed to look on in approval, some of them actually taking notes.

"Indeed…" said Dr. Essex in agreement, "It's hard to imagine that they have come this far in a mere two years. I hardly recognize them from the scared, traumatized children they were when we brought them in."

"Me neither," said the General, "At this rate, they'll be combat ready in no time…And not a moment too soon."

"I look forward to seeing them in action as well," said Dr. Essex as he saw Magnum once again disarm and knock back the two determined kids in the sparring area below, "But before we get around to that, we must make sure that they're completely ready."

"Agreed," said the General, "But I must say…Both me and my associates do have other concerns about the progress of this project that we're going to have to address."

"And what concerns might that be?" asked the doctor as he turned his attention away from the scene below him and toward the General and his entourage.

"Well doctor…" said one of the officials who was in a all black suit carrying a folder with the seal of the United States Federal Government on it, "We've all been very impressed with what you've done with these first two specimens. I have personally seen the tapes of them using their powers and I'm quite amazed that you managed to grant them so much power and control. However, after reading many of the protocols that you gave us when we started this project, one of them has become of interest and concern to both myself and many of the higher ups back in Washington."

"Do they know the details of our current progress?" asked Dr. Essex, curious as to what they were getting at.

"That's part of the reason why we're here doctor," said another official, this one female and wearing a formal dress embroidered with White House logos, "You see…We just got your latest report and we noticed that there was one element you seem to have negated. And that element is the simple fact that as strong as these two specimens are…There are still only two of them."

"Oh…This again," said Dr. Essex, rolling his eyes in annoyance for having had to deal with this issue more times than he cared to over the past few months.

"You can't escape it doctor," said the male official who spoke first, "Part of the protocols in this project that you promised us as part of the deal was the recruitment of subsequent mutants to supplement the ranks of Shadow Cell once the first two specimens proved to be successful templates."

"Well with all do respect sir," said Dr. Essex, keeping his tone calm despite his annoyance, "Finding mutants with the right stuff for an organization like Shadow Cell is no easy task. There are only a handful of mutants out there and there are only a select few that truly have what this unit requires."

"We understand the logistics of the problem," said the General, "But both many of the higher ups along with myself are concerned that you haven't even been doing anything to find these new recruits that are so necessary to the success of this project."

"General…I have been searching," assured Dr. Essex adamantly, "But you must understand that it is difficult given the simple fact that mutants still do not exist according to our government's standpoint. I have spent a lot of time making sure that my first two specimens are being trained and conditioned correctly and that alone has left little time to dedicate to a search. Keep in mind…I closely tracked Scott and Jean for many years before we recruited them and I can't reproduce such certainty in the given time frame that you all so sorely want."

The expressions on the stoic faces of the officials grew somewhat disenchanted with his words if not downright frustrated. Dr. Essex had spent so much time ensuring that everything was perfect with Scott and Jean in terms of their mutation, conditioning, and training that he hadn't been able to pursue many prospects for subsequent recruitment. It had been a part of his initial plan, but he had not expected it to become an issue among his superiors so soon.

"Look Doctor," said the female official with the White House embroiders on her dress, "We know you have already exceeded many of the expectations of both the organization and the higher ups back in Washington. It's very rare that such a program is able to establish such advancement both in terms of progress and technology so quickly, cheaply, and efficiently over the course of two years…But you have to understand, there is still competition out there in the world of black projects. This program may be doing well, but you're still going up against others like Hydra and their Weapon X23 project."

"And keep in mind doctor…" added the man in the suit, "They are garnering more influence at the moment, so unless you so something to show us that Shadow Cell will have more proficiency, you'll be lagging behind. Do you understand?"

A look of great distaste fell upon Dr. Essex as he looked back at the people who he was forced to answer to. Part of him wanted to scoff at their ignorance for not knowing just how difficult it was to find mutants like Scott Summers or Jean Grey, but he had to keep in mind that they were a part of the fast machine that backed this organization. It was their thirst for new powerful resources for the country's defense and their black budget that made all this possible. Whether he liked it or not, it was something he was going to have to accept and work with as long as necessary until the time was right.

"Yes…I understand completely," he assured, skillfully hiding his annoyance towards their attitudes, "I will double my efforts to find new recruits. Just let the higher ups know that they shouldn't put all their chips on Hydra at the moment. I know their procedures and I know how they like to do things. It'll only be a matter of time before Shadow Cell proves it's worth…That much, I am certain of."

"Well for the sake of this project doctor…I hope you're right," said the General.

Then, the officers and officials left, leaving Dr. Essex behind to ponder how he was going to handle this situation. He didn't like being rushed and he didn't like being pressured by simpleminded paper pushers, but this was an issue that he knew he couldn't ignore. As he looked back down at Magnum and his sparing specimens, his good mood took a noticeable downturn as he decided to return to his office and contemplate what he was going to do now.

* * *

Down in the sparring room, Scott and Jean continued to fight with Magnum using their wooden swords. She was still beating them both easily, but after a couple of years of learning the basics of CQC, even Magnum couldn't deny that they were improving.

"Alright you two…Again!" ordered the Russian mercenary as she stood in tight fitting black pants and black shirt, armed with two wooden swords while Scott and Jean struggled to get up after being taken down once again.

As they both returned to their feet, they took their stance again despite their ragged breathing. They had both been at this with Magnum for hours now and they were both working up quite a sweat. But with each defeat, they grew all the more determined and focused. Ever since arriving at Shadow Cell, it seemed to them as though their harsh lives had simply fueled this drive to become stronger. The once deeply traumatized kids were showing with each rigorous session just how hardened they were becoming. However, strength alone would only get them so far…That much Magnum had taught them.

"Ready…Go!" she ordered as she used a lifetime of fighting experience to prepare for their simultaneous attacks.

Scott and Jean let out grunts of determination as they both lunged forth in a speedy, fluid motion and focused only on one thing…Overcoming their foe. Their movements and attacks were smoother and swifter than most anybody three times their age, but Magnum was still stronger than her twelve year old pupils and she knew it.

As a prolonged fight ensued, Magnum easily fought of Scott with one hand and took on Jean with the other. It seemed almost superhuman in a sense because the Russian born killer made each movement seem as easy as breathing to her and that's exactly what she was trying to train her pupils towards. However, she knew that at this point, their minds were still too cluttered and overly focused to achieve such a state and she could only help them work their way closer and closer to that goal session by session.

After a good fifteen minutes of solid swordplay, the two young mutant children attempted to coordinated a single attack in order to try to do something against their highly skilled teacher. Scott tried a high horizontal slash while Jean simultaneously did a vertical slash, putting as much speed into it as possible. Magnum, clearly seeing her opportunity, took charge and swiftly blocked each blow and in the split second when Scott and Jean's wooden swords were stopped from the impact, the skilled assassin did super quick spin move that caught the both of them off guard and sent them falling to the ground once again in defeat.

"Fifteen minutes…You're both getting better," said Magnum in approval as she heard Scott and Jean groan from the pain of the impact they had felt, which they had become all too accustomed to at this point, "It was good at first…But you both got sloppy."

"I know…" grunted Jean in frustration as she returned to her feet with her sword in hand along with Scott, "We gave you the chance to counter and you did."

"And that's only because you let me," said Magnum in her heavily accented tone, "You both know the basics of CQC, but knowing them won't do you any good if you don't integrate them. In the heat of combat, you can't always be too focused because sometimes you need to divide your attention to other matters in the mission. So for that reason, you must learn to take each move I show you and work it into your movements. That way you can close the gap between seconds and end a fight before it begins, never giving your enemy have a chance to counter."

"We're still learning…" said Scott as he prepared his sword for another round, "And the more we practice, the closer we'll get to that point."

"No Scott…Practice is only practice," said Magnum as she tossed her swords off to the side, "You can not simply refine skill…You must let it come and grow into your minds and bodies with each moment both in and out of sessions. You're both still very young and there are a multitude of things I have yet to teach you…But it takes time. And what's the one thing I've always told you about time?"

"With time comes possibilities…And with patience comes enlightenment," both Scott and Jean said in complete unison, for this was just one of the many sayings that Magnum had been drilling into their head every single day for the past two years now.

"And with enlightenment comes strength in skill, body, and mind…And it is that which lies at the heart of CQC," continued Magnum as her gaze then shifted up towards the now empty observation deck where she knew Dr. Essex had been watching them.

Knowing that Dr. Essex usually liked to keep close tabs on the progress of Scott and Jean's training, Magnum knew he wouldn't leave a session like this unless there was a good reason. As both Scott and Jean set their wooden swords aside, they too were drawn to what had caught their mentor's attention.

"Where's Dr. Essex?" asked Jean, "I thought he always watched us while we were in here."

"He does…" answered Magnum cryptically, "But I guess he left. Something must have come up."

"Come up?" said Scott curiously, "What do you mean?"

Magnum wasn't sure, but she was definitely going to find out.

"This session is over…" she said without answering Scott's question, "Go back to your rooms and change. It's almost time for your marine conditioning."

Obediently, Scott and Jean did exactly as they were told, not making another comment as they exited the room. By now, they had come to know that any word from Magnum was a word not to be taken lightly. She was their mentor and they were her pupils and as a part of Shadow Cell, compliance was always expected of them and they had learned to set most curiosities aside and simply keep it to themselves as they once again focused on heading to another session bent on making them stronger.

* * *

After leaving the observation area, Dr. Essex returned to his private office. Since he was the head doctor and founder of this organization, he had a much nicer office than many of the other scientists and officials that worked with Shadow Cell. It was much bigger and far more spacious, but much of that space was taken up with cabinets stuffed with files and mounds of computer disks. For the few people who ever got a chance to see inside his office, it was always a curious matter as to why he had so many disks when most of the data was stored and backed up on servers. Some wondered what exactly was on those disks, but nobody except Dr. Essex himself knew…And he intended to keep it that way.

At the moment, the doctor was pouring over some of his many files and working on his computer in an effort to compile data for possible recruitments of Shadow Cell quality soldiers. But finding mutants in a world where they were not supposed to exist wasn't easy to say the least. Most of the data he had now was compiled from reports of field agents that worked for both Shadow Cell and other organizations like SHIELD. With many government databases at his disposal, there was quite a list of names, but few of them had any useful information on them other then the fact they were mutants or suspected mutants.

Having not dedicated a whole lot of time to this matter, it was quite frustrating for the doctor because it meant filtering through so much information and discerning which was useful and which wasn't. Add to that, he was being rushed now and he didn't like to go into anything without a sense of careful planning…Just as he had with Scott and Jean.

As he looked over some of the files, he did come across a few candidates, but many of them didn't seem like practical recruits. There was one report of a young Cajun mutant thief from New Orleans who was said to have some skill with a bow staff and wielded fairly strong kinetic energy powers. However, his label as a thief didn't make him seem very practical since thieving qualities were a bit hard to train in terms of being a soldier and their principles were ambiguous at best. Another report spoke of some woman with weather manipulation powers…An ability that had a great deal of practicality on the battlefield, but alas she was already at the age of a college student and it she probably couldn't be molded as well compared to Scott and Jean. He also saw a few papers on a fairly young mutant that was said to have wings like an angel, but to him this didn't seem like much of a battlefield worthy weapon. There were a couple of other telepaths as well…But with Jean already very powerful in that field, it wasn't practical to add more of the same to the team.

It seemed as though each candidate had too many flaws for Shadow Cell. Not only would it probably be difficult to even try and recruit them, it would most certainly be cumbersome dealing with parents and family. Making a couple of traumatized orphans disappear on paper was one thing…Doing it to a regular person who had a family and more of a trail was another. Nevertheless, he knew he needed to find something soon, if for anything, to get the higher ups off his back. He kept on reading and gathering data, having a feeling that this could definitely take up a larger part of his schedule from now on. Then suddenly, he was interrupted from his work as Magnum entered his office.

"You seem troubled," she said as she quickly ascertained the look on his face.

"You could say that…" said Dr. Essex with a frustrated grunt as he simply stared back at the glow of his computer screen.

"Well I stopped by some of the other scientists and they told me to give these papers to you," said the Russian mercenary as she showed him the rather elaborate stack of tabloid news papers she had been carrying.

"Ah yes," he said as he turned away from his screen and took them, "I was hoping to get a hold of these."

"Why do you need them? And what are all these files for?" asked Magnum as she looked around the vast sea of papers that Dr. Essex had been looking over.

"I'm researching possible new recruits for Shadow Cell," answered Dr. Essex, not hiding the distaste in his tone.

"I thought you said we should not focus on that while Scott and Jean are still growing," said Magnum, very familiar with the protocols and timetables that Dr. Essex had meticulously laid out for her.

"I did…" replied the doctor, "But apparently the higher ups are getting a little impetuous. After seeing the results from Scott and Jean's training, they're eager to see more mutants join the team and add to the unit's strength."

"Again?" said Magnum, her mood clearly souring at this revelation, "Why won't they give that stupid issue a rest and simply follow the protocols exactly as they are?"

"Because they're impatient," he answered simply, "They expect me to have mutants exactly on par with Scott and Jean at a moments notice when in reality they have no idea how truly rigorous the process is for finding mutants of Shadow Cell caliber."

"Did you try to placate them?" she asked, knowing that Dr. Essex had been in this position before.

"Not this time…They had a few White House, Pentagon, and Department of Defense officials with them," he answered in an annoyed tone, "And they won't take no for an answer. They say they're impressed and that everything has been such a booming success…Yet they still want more."

"Typical Americans," grunted Magnum in her rough, accented tone.

"Indeed…" said Dr. Essex with a slightly humored grin as he started to go over the tabloid newspapers for anything that might possibly hint at mutant activity since they had a way of uncovering certain overlooked things, "But unfortunately…I think I'm starting to agree with them on this matter."

"Is that why you're going over this now?" she asked as she looked at some of the files that had been stacked on his desk.

"Yes, for one of the actual valid reasons they gave for adding new recruits is the increasing competition Shadow Cell is facing from Hydra," explained Dr. Essex as he looked over the first few pages of one of the tabloids, "Apparently, they still have the advantage over us in terms of progress since they've been an ongoing program for the past seven years. And it's still the coveted golden boy of many officials still dreaming of another more manageable Weapon X."

"Do you think they're a threat?" she asked, always suspicious about competition.

"For now, no…But they could be," admitted Dr. Essex, "I know their organization isn't as…Noble as ours even for a black project. The manner in which they go about treating their specimen and executing their protocols is wrought with corruption and impracticality."

"But it still garners favor among the superiors back in Washington," quipped Magnum.

"Yes…Which is why we need to find a new recruit and show them that Shadow Cell is many times more efficient and strong than anything Hydra could muster," said Dr. Essex with a confident tone, "And if anything, luck is on our side…Given the history of projects like Weapon X."

"But what if they learn to rectify their mistakes with this new program of theirs?" asked Magnum, still concerned about Hydra's influence on Shadow Cells autonomy.

"Don't worry about that Magnum…" assured Dr. Essex with a slight grin, "If there's one thing I've learned about humanity…It's that of all the wonders it can do, learning from past mistakes remains horribly pitiful. And in this case…We need only let time do the work for us while we grow stronger and Hydra crumples under its own weight."

"You know…Sometimes you're too patient for your own good doctor," commented Magnum, her tone and face remaining stoic.

"Well in my line of work…Such traits are necessary," said Dr. Essex with a humored laugh as he rummaged through another tabloid.

"When dealing with men like that damn Colonel, I would not argue that," said the Russian mercenary in a bitter tone, "I swear Nathanial…That son of a bitch is trying my temper."

"Oh will you relax Magnum," coaxed Dr. Essex as if it was nothing, "You know as well as I do that he may have a high rank here, but he's completely powerless against our more…Covert plans in the long run. I know he's meddlesome…It's why he ended up here in the first place. But for now just try to…"

Suddenly, Dr. Essex stopped in mid sentence as he froze at the sight of something strange in a small picture inside one of the tabloids he had been looking at. Immediately, the expression on his face changed as he saw something within the background of that picture that further drew his attention. It was a seemingly unimportant scene of what looked like a small convenience store robbery. Above the picture, there were bold letters that proclaimed the ominous words "Mysterious tale of a thwarted burglary in Toronto. Witnesses say a young man subdued two armed gunman with abilities that they could only describe as 'superhuman.' The young man has yet to be identified."

However, it was not the text or the picture that had caught Dr. Essex's full attention…It was the small, somewhat blurry image of one of the young men present in the picture that seemed unmistakable to him. He knew that face…He knew it very well. He was shocked, for he never thought he would see it again…Yet here it was right before his eyes.

"Nathanial?" said Magnum, growing concerned since Dr. Essex was not a man who was easily surprised or left speechless by anything, "Nathanial! What's wrong?"

"I don't believe it…" he muttered to himself as he ran his hands along the small image of the young man in the picture that was only one of many, yet only he truly stood out, "It's not possible…He actually survived."

"What? Who survived?" said Magnum, thinking this could mean a threat of sorts.

However, as she watched with intent, she saw a wide smile spread across the mysterious man's face as he sat eagerly with the picture in hand and quickly did a run through the database references on his computer to see where the article had come from. It took a few tense moments, but it didn't take long before the screen showed Dr. Nathanial Essex exactly what had suspected and hoped for. According to his database, this news came from an impoverished area in Toronto, Canada...Which is exactly where they would have to go to confirm his suspicions. But his gut told him that this was it...This was the next specimen for Shadow Cell. The smile only grew wider as a renewed look of excitement dominated his face.

"It's him...I know it's him! I can feel it...The lone survivor of the Prodigy Project…Prodigy Seven, my most tenacious of genetic marvels…You live."

"Prodigy Seven?" said Magnum, growing all the more curious, "Who is he? And why is he so important?"

Dr. Essex simply stood up with the picture in hand, his smile not diminishing in the slightest as he looked back at his Russian ally.

"Tell me Magnum…How are you at deception?" he asked with an ominous grin.

Magnum simply looked back with her stoic face, this time with confidence and poise that only a soldier and warrior like her could match.

"One of the best…And you damn well know it."

"Excellent…" he said with a sinister look of intent on his face, "Then pack your bags for Toronto...We have a little investigating to do. And I think we should also talk to the General…For I believe I have just found our newest recruit for Shadow Cell."

* * *

AN: Well, there you have it folks! Both Scott and Jean are now becoming true warriors and soldiers of Shadow Cell, but it looks like they won't be the only ones! Stay tuned to witness the entrance of Agent-G's famous popular OC Vincent "Mayhem" Freeman! Agent-G has been so kind as to allow me to use this great character in this fic so I owe him a lot of thanks! If you all get the chance, check out his stuff and read more about Vincent. Otherwise, stay tuned to see him in a new light with this very unique universe! So what do you think so far? How has this new universe of X-men been for you? Please tell me! Send me your reviews via email or post them on the fanfiction website! Either way is fine as long as you REVIEW! Thanks a lot for reading everybody and I wish you all the best!

THE MAYEM IS ABOUT TO BEGIN! REVIEW!


	7. Recruiting Mayhem

**Sinister Soldiers  
Chapter 7: Recruiting Mayhem**

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Let the mayhem begin! But before I get to the action, a quick word to my reviewers!

**Heartsyhawk: **I'm honored you like Magnum my friend. That really means a lot to me since she's a character of my own creation. And unlike "Extermination," she'll play a much larger part in this fic! She's much more actively involved with the others and her role will only continue to grow! She's got her own reasons for doing what she's doing and the more you read on, the clearer it will become! I hope you continue to enjoy this story my friend! Thanks as always for your wonderful support! You work!  
**KSimonT-X: **Trust me my friend, there's plenty more to come! And I'm honored you like Magnum! I'm very proud of her and she'll definitely have a larger part in this fic! Hope you like how I bring Mayhem in this! Thanks a ton for your wonderful feedback! I can't tell you how much it means to me! Peace out!  
**Simba317: **Wow…I've actually addicted you to this fic? Sounds like the same way in which I'm addicted to your reviews! I know it's an odd thought…Sinister and Magnum being parents. You can only imagine the affect that'll have given they're still kids! Yet they still have a lot of training to undergo, not to mention some more recruits to handle! Mayhem is coming in with this one, so be prepared to see things heat up with his arrival, and don't forget Wanda and X23! They'll play a part very soon as well! As for Magnum's reason for doing what she's doing, you'll just have to wait for that one…Because trust me, she's got a reason! She's a complicated character and her role in this fic is major, so I hope you like what I do with this and as always, your reviews are such a great inspiration to me and my work! Thanks again my friend! You rock! Peace!  
**Agent-G: **Thanks for catching that my friend. I changed it, so I hope it's up to par my friend. And now thanks to you, this fic will see the rise of Mayhem! And dude, I can't thank you enough because this chapter took a lot of effort and reworking! But I really wish to do your character justice and I can't thank you enough for letting me use him! Without Vincent, there's no way this fic could be anywhere nearly as good! And it's all thanks to you my friend! You positively rock dude! Stay cool like you always do!  
**GothikStrawberry: **Glad you liked that bit of how Magnum is teaching Scott and Jean. Under her guidance, you can expect them both to be quite different in this universe. Now Vincent's about to make his appearance and you'll see how he fits into this universe as well! I hope you like it and thank you very much for your kind review! I really appreciate it! Peace out!  
**Mark C: **Hey dude! Always great to hear from you my friend! I'm glad you like where I'm going with this fic. Trust me, with Magnum as their teacher, Scott, Jean, and the future recruits are going to have the best of the best teaching them how to be soldiers. And trust me, it's going to have a major impact on the whole X-men universe at large! But that'll come into play a little later. Thanks a ton for the review my friend and I hope you continue to enjoy where I take this! Trust me, there's a lot more to come! Peace!  
**Summers Groupie: **Always a pleasure hearing from you my friend! I'm glad you like how I'm handling Scott and Jean so far. Their connection in this universe is going to be important as it is to any other and since Sinister is raising them along with Magnum instead of the Professor, you can expect them to be a lot different! Now Vincent is coming in to spice things up, so you can expect plenty of mayhem! Thanks for the kind review my friend! I really appreciate it! Peace out!

Also, a special thanks to: **Howlerdrode, X00001, Aaron, KaliAnn, Quillian, PoppaSez, Lil Jean, Amazing Redd Phoenix, Silverdash, ItOnlyHappensToUs, LadyDeathStrike1, Communist Penguin, and Wen1.**

Thanks again everybody! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Man, the reviews just keep coming! Thanks a ton everybody!

* * *

His name was Vincent Freeman…At least legally it was. On the surface, he didn't look like much more than another nameless face in an endless crowd. However, if anybody took the time to look closer…They would see a very complicated, complex young man. He had short black hair and a fairly attractive face. He was eleven years old and an orphan from Toronto, Canada.

He looked somewhat different from most children. For one, he bore a slightly more fit body for a young kid his age, but this was thanks to some of the exercise he had been getting since age seven thanks to an elderly Japanese man named Mr. Kansuke. Another thing that was different, although most people couldn't see it on the surface, were his scars. He had quite a few…The worst of which could not be seen, for they were far deeper than anything physical and many times more severe. But if the physical was any indication, it reflected on great struggle in pain. While he had his share of small little scars throughout his body, the one that was most noticeable was a long, diagonal gash along his back that he always tried to hide…Mainly because the story of how he got it was one for which he'd rather forget. However, the most dominating feature that stood out for this young boy were his eyes…His eerie, yet pristine light-blue eyes that offered a window into a world of pain and sorrow for which few could ever fully grasp.

As a young child, he had few memories of his mother and absolutely none of his father. And like so many other untold tragedies out there, he had lost his mother at a very young age…And he had seen her die right before his eyes. What made things worse was the fact that he had a photographic memory…So each memory he had was as clear and concise as if it had just happened. And one of those images that had always hung the strongest in his mind was that of his dead mother…Killed by a mysterious band of troops who stormed his home and took him prisoner in what would become years of the most awful and heinous kind of torture.

While the details were never clear…The memories were. As a child, he had been a lab animal for a truly heinous experiment known as the Prodigy Project. It was there he found out he was a mutant…A being born with special abilities written into their genetic makeup. And because of this one aspect about himself that he could not control…He was a test subject along with many other unfortunate children for experiments that could only be described as pure, unabated torture.

While he was a part of that project, he was treated like an animal. He was fed only a disgusting liquid gruel, he was kept in a small prison cell no bigger than a small closet, and was subjected to many painful experiments. While no one was sure just what his mutant abilities were, he later found out from such heinous treatment that he truly had some amazing gifts…Some of which manifested purely as a result of the experiments he underwent. And while these trying, painful experiments caused him to feel numerous ailments of intense sickness, he managed to pull through. He was one of the lucky ones…For many of the other children unfortunate enough to undergo this treatment didn't survive and he had to watch them die slowly and painfully as their own bodies did them in.

Under that horrific project, he was controlled, beaten, and tortured as the animal he was seen to be by all those involved. He was a number…Not a person. He was not Vincent…He was simply Prodigy Seven. Each day had to be taken moment by moment, for each one could have very well been his last. His body and DNA modified and manipulated with primitive genetic procedures and to this day were a little hard to maintain at times and difficult to control…Which didn't help matters in the least for him. And in the end every other child who had been a part of that program died rather harsh deaths…While he was both lucky and unlucky enough to survive all the beatings and experiments that left him so deeply scared both mentally and physically.

Eventually, he managed to make a miraculous escape from that awful project on a stormy night wrought with pure desperation on his part. After three torturous years…He had made a break for it and ran off into the cold Canadian night being chased by a platoon of heavily armed guards with bloodhounds to track him. It had been an agonizing struggle for him…And in the end when he found himself at a dead end with nothing but a huge cliff and a fleet of ruthless guards gaining on him, he simply let himself fall, plumiting into the dark river below with the full intention of dying rather than going back to that hell. However, because of the dormant mutant powers written in his blood that manifested on that one fateful moment…He had survived.

While it took him years to get a grasp of what he was becoming, in the end he ended up with powers that included invulnerability, super strength, super speed, flight, and a form of energy manipulation. Such powers were a curse and a blessing at times…For it was because of him he continued to live and suffer. He could have died that night…But he didn't…Because of his powers, he was forced to live on in this world as a freak and an outcast. At times, these powers were difficult to control and he had a hard time ascertaining them…But he learned to manage them for the most part…Just not completely.

With no family, no money, and no name…He wandered the streets. His deeply scared body and mind made him sad, damaged, and deeply reserved. His powers helped him survive, yet they still caused him pain because the experiments that were done to him warped them to the point where they manifested so early that his young mind and body could not adapt fully. It did get a little better as he got older, but it was still very hard for him. Living on the streets was a painful existence and not a lot of people looked too highly upon dirty, scared boys so he had to endure more rough treatment. He had everything taken away from him…His childhood, his family, his innocence, his humanity…Pretty much everything that made someone who they were. However, eventually, his luck finally changed for the better when he was taken into St. Peter's Orphanage.

Although it wasn't a home in the traditional sense, it was definitely a big step up for young Vincent. The facility was run by a kind priest named Father Michaels, who had been looking after disadvantaged children for over twenty years. He quickly became a father figure to Vincent for his uncanny kindness and humility and even helped him determine a name for himself. It was because of him, young Vincent had learned not to let his painful past taint his views of right and wrong. Mr. Kansuke, who was a regular at the orphanage, had also become somewhat of a parental figure for him. Even though he was still very young, he excelled a lot more at the basic fighting techniques he taught him and took to heart some of his views on honor and virtue. While he kept aspiring to do better beyond the basics, for now he was still very young.

The orphanage had also given him quite a few close friends as he lived and grew into the young boy he was now. Some were like siblings to him, such as Mary and Benny. Even though his reserved nature made him somewhat of an outcast to most of the others, he still had those select friends that understood his qualities…Although they never dared to ask him the grizzly details.

Being that he was very reserved and somewhat distraught at times emotionally, it did not give him very good chances at adoption from prospective parents. He had trouble sleeping, he cried at times, and had a tendency to be a little untrusting thanks to his experiences on the street. It didn't set the odds of finding a family in his favor…But the orphanage was his home now. As a resident there, he was no longer a number. He was Vincent Freeman, a name that reflected how hard he had fought and how far he had come…But he was still so young and the future was just so unclear, for he truly had no idea where his life would take him next.

* * *

It was a cold rainy night in Toronto…One for which most people chose to avoid. The streets were quite calm and empty because of this, especially in certain parts of the downtown area where St. Peter's Orphanage stood. It was getting pretty late and there wasn't much activity going on in it or the surrounding buildings. But like most other cities, parts of Toronto never slept…However, in this maze of steel and concrete, there was far more going on than anyone could have suspected.

In a dark ally across the street from the orphanage, an ominous man stood concealed in the shadows wearing a dark brown trench coat and a hat that covered his face. In his hand he had newspaper that was getting increasingly soaked by the rain…However, this did not matter, for he was not even reading it…He was simply staring at it. His attention was focused away from the orphanage as he tossed the paper in a nearby trash can and adjusted his coat as he looked around. Then…Out of the shadows, Magnum appeared behind him.

"Is it done?" he said in an ominous tone.

"Yes Dr. Essex…I saw the boy leave alone on his usual walk," answered the Russian born mercenary, "He should be out for about an hour…Which leaves plenty of time for my little 'surprise' to furnace to go into effect. Everything is going according to plan."

Dr. Essex merely grinned, for everything was going exactly as planned. Since arriving in Toronto and looking into the event which a single tabloid article reported upon, he had confirmed that which he has suspected…Prodigy Seven…Or Vincent Freeman as he was now called according to the records he uncovered…Was alive. And since then they had done extensive observations of his actions over the course of the past several days…Waiting for their chance to make their move.

"And that's just the way I like it," said Dr. Essex as he took a quick look around him for any signs of unwanted listeners, which was always a possibility in their line of work, "Now remember…We'll have to monitor him for a little while longer, but we must keep our distance. He must not suspect that we were involved with this."

"Understood…We already have everything in place," replied Magnum as she adjusted her black trench coat and turned in the other direction, "Now all we can do for now is watch. I just hope that this new recruit of yours is every bit the able bodied fighter you said he was."

"Trust me Magnum…" said Dr. Essex with a sinister grin that was hidden by his trench coat and hat, "This child is the lone survivor of Prodigy. He was the most tenacious of fighters…And if anybody can muster the qualities needed in a Shadow Cell soldier…Young Mr. Freeman can."

And with that, both dark figures went their separate ways into the night, leaving their many agents, mostly from the GURSO unit, to watch over the events that were about to take hold.

* * *

For young Vincent, it was past the hour when everybody at the orphanage usually started getting ready for bed. For him, however, sleep was not his favorite activity to say the least. He was a very light sleeper by nature and was almost constantly plagued by nightmares from the memories of Prodigy, the streets, and his dead mother. Few people truly understood this, but he never expected them to. And since he had learned to adjust at the orphanage, he found himself taking frequent walks along the nearby streets just to be alone with his thoughts and to deal with everything somebody with a tortured past had to deal with.

His life was a great blend of pain and loss, yet as he walked along the darkened streets, it helped him ease the constant tensions he struggled with every day of his unfortunate life. Father Michaels had always taught him to have faith that things would get better and that everything would work out as long as he believed. However, that was much easier said than done for the young boy. Lately, his mutant powers had gotten him into a little trouble with a failed convenience store robbery that just happened to be robbed when he was in there with Mary and Benny. And thanks to the sense of honor that he had been taught by Mr. Kansuke and Father Michaels, he was there to stop them.

It had nearly revealed him as a mutant to everybody…But thankfully, nobody really believed the two criminals and the only ones that really reported it was a tabloid newspaper whose credibility was sketchy at best. Never the less, it had been way too close a call for young Vincent. He had to deal with people thinking of him as an orphan and a deeply disturbed young boy…He didn't want to have to deal with being a freak too.

Such consequences were not lost upon Father Michaels, who was deeply worried about Vincent's choice of actions. And while Vincent fervently justified what he did…Father Michaels was always very serious when it came to him showing his unusual 'gifts' as he called them. While his sense of honor told him he did the right thing, that didn't stop Father Michaels from reminding him just how close he had come to blowing his cover. And of course…That led to an argument from which he stormed out from in a fit of frustration, leaving him in the stupor he found himself in at the moment.

Even in the cold Canadian rain, it was somewhat comforting to him as he walked along the thinly crowded streets. Being the longer he was, he enjoyed his solitude. Sometimes, Mary or Benny would tag along, but most of the time, he simply used these regular late night walks to both have some quality alone time for reflection and delay the unpleasant inevitability of having to go to sleep again and be plagued with more nightmares. Add to that, the lingering frustration with the argument he had with Father Michaels wasn't helping his situation.

While Vincent Freeman continued to walk and reflect, back at the orphanage most everybody was starting to turn in. Mr. Kansuke had chosen to stay late, helping out with a few of the kids as he so frequently did. It was almost curfew for Vincent, but both men had come to know that the young boy often needed some time to himself, so they allowed him that in order to help the distraught young man with his many problems.

As everybody, including Father Michaels, retired to bed for the night…Little did they know, there was a ticking time bomb lurking in the basement below upon the old, poorly maintained gas heating unit typical of under funded places like this one. Magnum, being the internationally renowned mercenary she was, had rigged a high tech surprise for them down there…Courtesy of some of the advanced arson technology granted by Dr. Essex's resources. Nobody knew it was down there…Nobody knew just what they were lying upon. The device had a specific timer, set to go off at a precisely calibrated moment. It was strategically to the rusted and volatile gas powered heating system. And as Vincent remained outside, still walking the streets like he always did…The final, carefully conceived moment came.

While many of the children along with Father Michaels were settling comfortably in their beds…The whole facility was suddenly rocked with the deafening sound of exploding gas that erupted from the volatile gas lines and was easily fueled by the old, worn structure of the orphanage. It gave some of the kids like Mary and Benny as well as the adults a few seconds to react as they shot up from their beds…But they didn't have a chance to do anything as the flames and collapsing structure from the force of the ignited gas quickly consumed them…Taking their lives before they could do anything to stop it and decimating the only place so many children, Vincent included, had ever called home in the span of a few fateful deafening seconds as the explosion and flames sent the structure crumbling to the ground.

* * *

A half hour later, Vincent was heading down the street back to the orphanage. His nightly walks were always somewhat therapeutic for him because they gave him time to reflect and be alone with his thoughts. Living in an orphanage didn't usually offer a great deal of privacy, so in many instances, he learned to improvise with activities like this that gave him a sense of peace and solitude. 

All was going pretty much as it always went for young Vincent as he got closer and closer to the orphanage…When suddenly, he began hearing sirens in the distance and saw people rushing along the street down towards the orphanage. At first he didn't think too much of it, for such sounds and sights were common in any city…But as he got closer, he began to feel a horrible sense of foreboding as he saw more people rushing down the street with a sense of ominous urgency on their faces.

Then…As the sirens got louder and as Vincent got closer…He saw it…The smoke rising from the area where the orphanage was. His eerie light blue eyes suddenly tensed as a horrible feeling came over his fragile mind. Then, as he found himself moving at a quickening pace…Following the people who were running past him with a million thoughts streaming through his mind.

'Please God…' he thought to himself, 'Please God no…Don't let it be what I think it is…Don't let be…'

Then finally, he froze at a sight that was so horrifying…It almost ranked right up with the sight of watching his mother die right before his eyes. The orphanage…His home…Was in ruin. There were still many flames in the blackened debris, much of which was charred from some sort of explosion fueled by flammable gas. Vincent's heart leaped up into his throat as he began running in an all out sprint towards the area where police, fire, and ambulance personnel had already cordoned off the area. The sheer horror of what he was seeing was already filling his young eyes with tears and sorrow, for he didn't want to believe it…But it was happening right here before him.

"No…NO!" he yelled as he darted past the crowed, leaped the police barrier, and ran past the officers and emergency personnel present.

"Hey kid! You can't come in here!" yelled one of the police officers.

But Vincent hadn't heard a single word of that as he suddenly froze as he stood before what was left of St. Peter's orphanage. There were still rescue workers sifting through the debris, taking out body after body of little orphaned children who didn't stand a chance in the intense blast. It was a sight almost too hard for Vincent to watch, but he was unable to tear his gaze away from it as his legs froze and his mind was sent into a state of immense shock and devastation. All the air in his lungs had been forced out and he found it difficult to breathe, for he just couldn't process what had just happened.

Tears were streaming down his eyes as he fell to his knees and clutched his stomach, feeling sicker than he had ever felt before in his life. It was as if his already broken soul had been shattered even more and what was left of his heart now lay in pieces as a part of him truly died along with this place he once called home.

"Kid…Hey kid…" said one of the police officers as he approached the distraught boy.

Vincent didn't even look up at the man, for his mind just couldn't process anything other than the horror of what he was seeing right now. But the officer persisted as he knelt before the deeply distraught boy before him as the sight and memory of what he was witnessing right here and now was forever burned into his mind.

"Kid…" said the officer, trying to get his attention, but Vincent didn't look at him…He remained stuck in his paralyzed daze.

"My home…" said the young boy in a weak voice, choked with sorrow.

"Yeah…" said the officer, knowing he wasn't too good at situations like this, "One of the…One of the rusted gas lines ignited in the old furnace. It's an old, worn structure…And it was a freak accident that caused the whole thing to blow…There wasn't much anyone could have done about it. I'm really, truly sorry kid…"

His words offered no comfort as young Vincent finally broke down and began crying uncontrollably. He wanted this to be just a dream…Just another horrible dream that he would wake up from at any moment. But he knew it was real…No matter how much he wanted to think otherwise…This was real…This had really happened. His home had been destroyed by a cruel act of fate. It felt as though every force out there was completely hell bent on making him suffer. First his mother, then the Prodigy Project, and now this…How much more could he take? How much more could his pain could he deal with?

Then, as his tears mixed with the cold, Canadian rain, he saw something out of the corner of his eye…Something he wished he hadn't. There was a rather large medical gurney with what looked like an exposed body sticking out of an opened body bag. It was much bigger than the many other little bodies that the rescue workers were pulling out of the rubble…Hinting that it was no child.

"Oh God…" he choked as he managed to rise again to his feet and slowly approach the gurney with the weary officer following close behind.

Then, as the sight before him finally became clear…He identified the burned body as that of the man who had raised him…Father Michaels.

"No…Please no…" he cried softly as he looked at the burnt flesh of the unmoving body.

It was truly a ghastly sight the likes of which he had never observed before. Here was the man who had taken him in when he was just a scared, disturbed little boy from the streets lying dead before his very eyes. The smell of burnt flesh seared its way into Vincent's mind and memory…Bringing forth a wave of tears as the body was rolled.

They were all dead…All gone…And he hadn't been there. He could have used his powers to save them if he had been there…He could have done something to stop this. But he hadn't…He had been the only one gone when it happened. Like a cruel twist of fate, he wasn't there when he should have been there most. The powers that he had long struggled with and considered a curse at times…Could have stopped this or at least saved lives.

But that wasn't the worst part…That wasn't what was hurting him the most. What truly tore at his soul…What truly made this hang so heavily upon him…Was that the last conversation between him and Father Michaels had been an argument…A stupid, petty argument. He had stormed out on him…Not even taking into account the words he had said. He was just concerned for him…He had just been worried about him. Yet he just walked out on him…And now he was dead. And no matter what he did, he could never change those final moments.

Vincent didn't know how long he had been crying. The rescue workers, the police officers, and the onlookers all seemed to look past the young man as if he was a ghost as they focused more on the tragedy instead of the people. Few people had the heart to approach the emotionally traumatized young boy, but it didn't matter to young Vincent. It was all over for him…The life he had built at the orphanage was now gone forever…And he was all alone in the world once again.

Then, he felt a hand on his shoulder as he was still crying from one of the officers. There was sympathy in his eyes and in all those who saw him…But they could never truly understand how painful such a feeling was…Losing everything that meant something to him.

"It's gonna be okay kid," said the officer, "Just come with us and we'll take you to social services and…"

"NO! LEAVE ME ALONE!" yelled Vincent, bursting into a fit of rage and sorrow as he shoved the officer away with surprising strength that almost knocked him off his feet.

"Hey! Wait! Stop that kid!" yelled the officer.

But his words fell upon deaf ears as Vincent simply ran off into the night to the only person he had left to turn to…Mr. Kansuke.

* * *

With the great tragedy going on just a few blocks down, Mr. Kansuke, the elderly Japanese man that often helped out at the orphanage and even trained some of the children there in the martial arts to teach them honor and discipline, had settled in for the night with warm cup of tea and a nice quiet round of meditation. In his small dojo, there were many Japanese and assorted Asian relics littered throughout the area. Many of them helped add to a sense of peace and serenity to those who followed the ways of the fighting spirit…Offering peace and solstice in a world so consumed with darkness.

Yet as Mr. Kansuke sat in silent meditation, his serenity was not complete…For there was someone else lurking in the shadows…Someone who carried a dark, ominous aura. This ominous being moved with a sense of stealth and silence not unlike the skills which Mr. Kansuke taught…Only on a level far beyond that which any of his students could muster. This force…This unstoppable force that carried a sense of pure maliciousness…Was none other than the stoic, Russian assassin known as Magnum. And as she had done with the orphanage…She had a job to do with this.

The room was only lit by candles and incense and Mr. Kansuke was as still as a statue as he sat in mediation, working to attain a harmonious balance between his mind and spirit. He seemed unaware of the skilled killer's presence, but that made no difference…For now that he was in the sights of the determined Russian assassin, his knowledge of her presence would make no difference in the outcome.

Finally, after sneaking skillfully through the shadows, Magnum emerged in the dim light…Her shining, 44 caliber magnum that she so affectionately wielded armed and ready as she slowly and silently approached the old man. She was careful, calculating, and precise…Even if this was just an old man. This had to be done…Young Vincent's future depended on it. And as the skilled warrior she was…She had every intention of carrying out her duties.

Then, as she new stood a mere ten feet from the mediating old man…She rose her gun and aimed it directly at his chest. She remained cautious, for she didn't want to arouse the old man for a millisecond. Yet whether or not he knew of her presence was trivial…And for all she knew, he could be allowing this to happen…Simply because he knew it was his time. But knowledge or not…It had to be done. And Magnum didn't waste a second more.

'So long old man…Your student shall be in good hands,' she thought to herself, as if to send an unconscious message to the old man before she pulled the trigger to end his life right then and there.

Suddenly, before Magnum could finish the job, Mr. Kansuke's eyes shot open and in a lightning fast maneuver, he knocked the gun out of the Russian mercenaries hand and sprang into action. It was a move that shocked the usually stoic gun slinger, for despite all her stealthy maneuvering…She couldn't avoid the keen eye of the old man. It was as if he knew she was there…And it was just a matter of waiting for her to get close in order to make his move.

"You're making a mistake…" said Mr. Kansuke in a heavily accented tone, "Leave here at once if you wish to avoid further violence…"

"Old man…You have no idea who your dealing with," said Magnum in a dark tone as she took her CQC stance and prepared to face off against the old man.

Mr. Kansuke didn't seem daunted by the taller, stronger, more intimidating presence of the Russian woman…For he followed the code of the warrior and would not back down from any fight. It was clear that this woman sought violence…And as much as he deplored spreading such atrocity, he was willing to fight and defend his dojo and his honor.

"Very well…" he said in a deceptively calm tone, "But I must warn you…The path you are about to go down has no escape."

"Does it look like I care?"

And with that, Magnum lunged forth and attacked, but to her surprise, Mr. Kansuke was quite nimble for a man of his age. He seemed to sense the powerful woman's inherent strength and skill and was even able to land a few strong blows in retaliation, but that didn't slow Magnum in the slightest as she stepped up the intensity of her attacks.

"Erah…Not bad for an old man," grunted Magnum as she was hit with a strong counter from another ill fated take down maneuver.

"Age is but a number to a warrior…A fact which I have a feeling you already know," said Mr. Kansuke as he studied the Russian blonde for a moment, "Something tells me you are no stranger to the ways of the warrior. Yet your spirit is wrought with blood and rage…"

"Perceptive…" she commented as she attempted another two punch combo only to be countered by a quick spin move from the old man, "But that won't help you…"

"You're after something…" he continued as he launched an attack of his own, only to have it countered every step of the way by the powerful mercenary, "Something more than just a battle…Something more than just a task…"

If she had the capacity…Magnum would have grinned at that, for the old man knew how to read people. As a woman who had studied every form of fighting known to man, she could tell that this old man was very well adept in the art of combat…More so than some of the masters she had studied under in her youth. But skill or not…She refused to be stopped by an old man. She still had a job to do and she wasn't going to let anything stand in her way.

The two powerful fighters continued to duke it out, breaking a bit of furniture and shattering a few old fragile objects in the process. However…Magnum slowly began to gain the upper hand as her youth, strength, and power began to steadily wear down the old man. Mr. Kansuke seemed to know he was being overpowered…Yet he still fought with every fiber of his being against this most tenacious foe. For as a samurai…He would either succeed or die trying.

"You're too weak old man…" grunted Magnum as she landed a couple of major blows, which Kansuke tried to counter, but was unable to due to the sheer muscle power the Russian woman wielded, "You have no chance of beating me."

"Maybe…" he said as he felt his old body start to give out under the strain, "But I will not stop…My spirit and my honor shall guide me either to victory…Or to my death."

It was a notion Magnum both respected and scoffed, for this old man actually proved to be a decent fight compared to the other weaklings she had encountered over the years. It was pathetic in a ways since a mere old man could make for a fight that an army of brainless goons couldn't even hope to muster. Yet fight or not…Magnum knew this had to end before young Vincent showed up.

Then suddenly, out of the corner of her eye…She saw an opportunity to end it all…And she wasted no time in doing so as she prepared one final attack.

"Time to end this…" she said as she lunged forth at the old man, prepared to make her move.

As she expected, the old man countered very skillfully…Yet that was not what her plan…Instead, she used his momentum against him as she made a quick duck and roll under one of his counter attacks, sliding over towards another end of the large room where the gun that had been knocked out of her hand earlier had fallen. And in one swift, fluid motion, Magnum grabbed the gun and fired off one single shot that passed straight through the old man's heart…Sending him falling to the floor.

He had no chance of avoiding it…No chance of countering it. It had been karma in his eyes…This was how the fight was meant to end. The young combatant had outwitted the old combatant and triumphed in the end…Yet it had been an honorable end and Magnum seemed to realize that.

"You wanted your honor old man…" she said as she stood over the old man's body as he exhaled his final breath, "Enjoy your peace…For at least one of us can rest easy now. But there still a few things I must do in this world before I join you…"

Then, with a few quick gun slinging tricks, she put her prized weapon back in her holster as she stood in triumph over yet another fight.

"Now to make this look like a robbery…" she said as she began using her fists to break some more of the fragile attire and swipe some of the valuable antiquities, which she just planned to throw away later.

However, as she pocketed a few relics…Her eyes then descended upon a rather decorated sword placed upon an altar right above where the old man's body was now laying in a pool of blood. It was in a glass case, hinting that it had some kind of spiritual value. And since Magnum considered herself a soldier of great spirit…She decided that perhaps this was a keeper and skillfully swiped it from it's case and concealed it in her long, black trench coat.

Then, as she checked her watch, she realized she was fast approaching her deadline. Chances were that Vincent would come her first after he found out about the orphanage, so she had to make sure she was far away when he got there. And after making one final check, Magnum made her leave.

As soon as she was outside, she reached into her pocket and grabbed her cell phone and quickly dialed a special number. It only took one ring for her to get an answer, but she knew who was on the other line, so she didn't bother with any greetings.

"Nathanial…It's done," she said in her deep, accented tone.

"Excellent. Now for the next three days…We wait," he told her in response, grinning to himself at how smoothly everything was going, "And once he's had time to take in this 'tragedy.' He'll be all too eager to join the ranks of Shadow Cell…"

* * *

"Mr. Kansuke? Mr. Kansuke!" said young Vincent as he pounded upon the door to the darkened dojo with the cold rain still falling and tears still running down his face.

He knew his sensei had to be there…He was always at his dojo at this time of night. He kept pounding on the door, hoping for any signs of activity…Yet the more silence he heard, the more concerned he became.

"Come on…Come on," he said to himself, just wanting to see the face of the man who was now the only real family he had left in the world.

Yet despite all his rampant pounding…There was no answer. And then…he noticed something off to the side that sent shivers of horror up and down his spine.

"No…No it can't…Please no…" he said as he looked over at a shattered window off to the side of the door…A shatter that was all too typical of a break in.

Not wanting to linger, Vincent used his mutant strength to kick down the door as if it were made of flimsy cardboard and quickly made his way inside in search of his sensei.

"Mr. Kansuke! Sensei! Where are you?" he asked, his voice growing desperate at this point.

Quickly, he made his way over to the main room where he and other students sat and practiced their martial arts…But when he entered, he suddenly froze at the sight of yet another grizzly scene. And immediately…He fell to his knees in a fit of overwhelming horror.

"No…Please…Not this too! Not this!" he said, feeling as though he was truly in the worst nightmare imaginable, "Sensei!"

He scrambled over to the unmoving body of the old man that had taught him the power of honor and virtue. Once again, he found himself overcome with tears of sorrow as he looked at the blood that had accumulated around his body. In his chest, there was a gaping hole caused by a gunshot, which hit him directly in the heart…Causing almost instant death. Around him, there was broken furniture and numerous missing relics, hinting that there had been a break in…Something not at all untypical of this part of Toronto. But to kill a kind old man who helped children just for the meaningless valuables he collected…It was just beyond horrific to young Vincent as he collapsed in a wave of unabated sorrow.

"No…Oh God…This isn't happening!" he cried as he clenched the sides of his head and tried to wake himself up from this nightmare, "THIS ISN'T HAPPENING! THIS IS ALL A BAD DREAM! A NIGHTMARE!"

Yet no amount of pain or suffering could wake him up…For this was no dream…This was real. And in a wave of unabated pain and sorrow, Vincent ran back into the cold Canadian night…Disappearing into the shadows as his world came crashing down all around him…Leaving him all alone once more.

Tears were streaming down his face as he felt nothing more than pure, unabated pain…The likes of which he had felt too much of all his life. Once again…He had everything taken away from him. The only place he could call home…The only people he could call family…They were all gone.

He kept telling himself that he should have been there…For his powers could have saved lives. However, it was too late now…What was done could not be undone. Vincent wasn't sure how long he had been running or even where the hell he was going…But he didn't care. That didn't matter now…Nothing else mattered now.

Eventually, still distraught by agonizing burst of sobs, Vincent found himself collapse against a dirty brick wall in the narrow alley of a building. He was surrounded by unkempt garbage cans and dirty pavement as his legs refused to carry him any more. The rain began to fall harder as it continued to soak him from head to toe…But he didn't care about that anymore. He just wanted to wake up from this nightmare…He just wanted his whole life to be a dream. He sobbed, cried, and prayed…Feeling as though everything he had that was worth living for was now gone and he was stuck once again…Hallow and alone in this cruel world.

"Why?" he choked out in a strained voice wrought with sorrow, "Why has all this happened to me? What have I done? What did I do to deserve this? What? I've always tried to do the right thing…I've always tried to be nice to people…Why? Why, God…Why?"

It was like some cruel punishment for a previous life he had no memory of…Being tortured incessantly by silence and loneliness. No answers came to young Vincent Freeman as his body rested limply against the hard brick wall, crying his heart out and taking in the horrible loss he had just suffered. In the span of a single night…Everything that he treasured was destroyed by forces he could not control. Now…He was alone again with no hope. And as he continued crying into the cold, Canadian night…He eventually fell into a light state of sleep…Unsure of what the next day would bring, not even caring if it ever came at all.

However, unknown to young Vincent…A set of eerie red eyes had been watching him as he ran from his now shattered life and into the alley he now rested within. They belonged to Dr. Nathanial Essex…Who couldn't help but look upon the mysterious young boy with a sinister grin upon his face…For everything was going exactly as he had planned it.

* * *

Over the next few days, young Vincent Freeman was once again out on the streets struggling to survive. He didn't know why he bothered trying to live in a world that seemed hell bent on torturing him…Yet he still found himself pushing himself forward with what little strength he could muster in his distraught state. This meant scraping through garbage cans, finding shelter in abandoned buildings, and pretty much shutting himself off from the world once again. He knew social services would probably be after him, but he didn't want them to get him again…For while he was on the streets before, he had come to see that they didn't necessarily look too highly upon distraught little boys who had abilities that labeled him a 'freak.'

During all the days that followed, Vincent had pretty much given up on sleep altogether. Every time he closed his eyes, he felt himself back at the orphanage just before it erupted into flames. He sometimes found himself as some disembodied spirit crying out desperate warnings to Father Michaels and all the children there to get out of the building…But it always ended the same with him watching flames consume the only family he had come to know.

There wasn't much in the newspapers about the orphanage other than some small little article buried deep within the latter sections where few would ever get a chance to learn about it. Few people seemed to care about the destruction of an old under funded city building and a bunch of disadvantaged young people that society could probably do without. The only one who truly seemed to know and understand was Vincent…But it didn't make things any easier as his struggles only seemed to get worse with each passing moment.

On the third night, Vincent had been forced to eat a moldy, half-eaten burger out of the trash again. It was a gross, disgusting feeling eating such food…But when hunger pains became so great, pretty much everything seemed to taste good. It often left him with a queasy stomach, but he had long grown accustomed to such feelings after having lived on the streets before. He found himself drifting from place to place throughout the day in search of his next meal, sometimes taking time to beg on the streets for loose change but never getting a whole lot. Most of the places he dwelled were shady, slum areas of Toronto that few people cared to go, but Vincent was not afraid…For after what he endured, the regular fears of most people seemed somewhat mundane to him.

As he rummaged through the large trash bin for any other scraps of food, he suddenly heard a noise echo through the alley. His street instincts quickly kicked in and he listened closer for the source. He stopped going through the garbage and looked around, having a sinking feeling in the pit of his growling stomach that he was being watched. And if experience had taught him anything…He knew he should probably expect the worst in a situation like this. Then…He heard footsteps.

'Oh shit…' thought Vincent, having a pretty good idea what that meant as he turned and began heading down the alley…But was soon stopped cold in his tracks as his path into the street was blocked by two rather imposing looking teenagers dressed in gang outfits.

"Well, well…What do we have here?" said one of the gang members, both of whom were wearing green bandanas, "Some little kid thinks he can just waltz onto our territory, rummage through our trash, and walk around like he fucking lives here."

Vincent, hiding his fear, didn't flinch as he turned back towards the other direction…Only to see four older teenage boys with chains and brass knuckles guarding all ways out. Having been in such situations before Vincent kept the expression on his face stoic and silent…Not wanting to let on to their suspicions. He knew there were plenty of inner city gangs in Toronto just like there were in pretty much any city and he had always known to avoid them…But like so many things in his life, bad luck seemed to follow him no matter how careful he was.

"Look…I don't mean you any harm," he said, trying to hide the strain in his tone from all the trauma he had endured these past few days.

"Bullshit!" spat one of the gang members as he approached the homeless young boy with a look of malice on his face, "Did the skulls send you? Are they lookin' to start something again!"

Vincent knew what he was talking about, for the snakes and the skulls were rival gangs that were fiercely territorial and got into frequent violent clashes. They were always suspicious of pretty much anybody who came onto their turf. For most people who got caught in Vincent's position, they would have been very scared by the presence of such imposing gang members…But after losing pretty much everything that made his life worth living, he could care less whether he lived or died right here in this alley.

"Not gonna say anything huh?" said the gang member with the brass knuckle as Vincent remained stoic and silent.

"It doesn't matter…" he muttered under his breath.

"What was that?" spat another one of the members in response.

"I said it doesn't matter…" said Vincent in deep monotone, knowing where this was probably going to lead, "Will you honestly believe anything I say? Does it even look like I care?"

The six gang members looked at the young boy with surprise, thinking he must be crazy or something. Anybody in his position, young or otherwise, would have been sweating bullets in their presence. For Vincent, he knew that with his powers, he could easily overcome them…But truth be told, he didn't want to fight…He'd rather die at this point. He lost everything…Twice. It was hard enough being robbed of his childhood and his humanity and having to rebuild before…But losing it again and being forced to endure the same rigor had sapped whatever hope had remained for him. Whether he lived or died now wasn't an issue for him…It wasn't even of the slightest concern. At least if he died here…His suffering would finally end.

"Boys…I think we got us a little smart-ass here," said one of the gang members as they all surrounded the young boy, "He thinks he can trick us and undermine our intelligence…So what are we gonna do about it?"

"A little young to be a smart-ass though…Don't you think?" said another as he walked closer, giving Vincent a clear view of the 9 millimeter gun he had.

"Age don't mean shit out here…We know that…And the skulls know that," said one of the others who was also brandishing a glock pistol.

"And judging by the look of this little piece of trash the garbage man forget to pick up, he must be one of their 'expendable' members," grinned the member bearing a metal chain.

"I wouldn't be surprised," said the member standing next to the guy with the chain who was carrying a switchblade knife, "And you know how much 'fun' we like to have with their expendable members."

"No kidding…But do you think the skulls know that?" said the man with the 9 millimeter.

"Nah…If so, they must have forgotten!" said the teenager with the glock.

"Then what do you say we remind them boys?" said the guy with the knife as he and the others closed in on young Vincent.

Vincent Freeman knew he would probably survive because of his powers…But he kept them off and suppressed them as much as possible, for he felt as though he was ready for death. He may not have had much control over them, but he had learned to suppress them and given the unusual nature of his abilities because of his young age, it was not always easy to predict what his body would do. Never the less…Vincent hoped that this would be the end of his suffering as he closed his eyes and waited for the inevitable.

The eager gang members were closing in…And hopefully, he would die like he should have back at the orphanage with his friends. Then suddenly…A voices rang out into the alley…

"Hey! Back off…" said the threatening voice of Scott Summers.

Turning to face the source of the voice, both the gang and Vincent were surprised to see that the stern warning came from that of a young boy. He had a rather stoic expression on his face that seemed rather uncharacteristic of a child and beside him stood a redheaded girl that looked to be about the same age as him. They both looked no older than Vincent, if not a little younger, but each one of them bore a hardened expression on their faces. They were also somewhat big for their ages, almost unnaturally so. Their young bodies showed the effects of going through Dr. Essex's enhancement process and the rigorous training from the drill sergeants and Magnum.

However, this didn't seem to impress the six weapon wielding gang members as they scoffed at the appearance of young Scott Summers and Jean Grey.

"Well lookie here…Ain't it past your bedtime kiddies?" said one of the members as he and two others approached the two stoic kids.

"Yeah, get the fuck out of here! This ain't no place for you!" said the teenage boy next to him.

"Not until you leave him alone…" said Jean sternly with a rather angry look on her face.

"Whoa…The little lady has flare!" commented one of the members as they all let out a humored laugh.

"You have no idea…" she muttered under her breath as she opened her mind and began picking up on some of their thoughts.

"Really now?" said one of the teenage boys as he leaned in closer to her with a malicious yet amused grin, "That's some spunk you've got little girl…Way more than a kiddie your age should have. But…Shit like that's hard to find in a chick these days. Maybe in a few years…You and I might be able to have a little…Fun together."

Upon saying those words and projecting his rather crude thoughts to the young yet powerful psychic, the teenage boy who looked no older than 16 reached out and with the intent to fondle the young redhead's short hair…But young Jean Grey, who had spent too much time living in a world where she was the victim, did not let this happen as her stoic look turned to one of great anger. And before he knew it…The swift little girl reached out and in one smooth, fluid motion…She snapped his finger like a twig using one of the many techniques she had learned from Magnum, causing him to scream out into the alley like a little girl covered in spiders. Then, with a swift burst of telekinesis, she flung the ill mannered gang member back towards the other three boys who were still near Vincent, causing him to collide with one of them and send them crashing to the cold pavement.

"What the fuck!" exclaimed one of the two other gang members who had just seen the twelve year old girl fling their friend back into the alley with some unknown force.

However, this momentary lapse proved to be grave for them as Scott used the opportunity to take action as he took in a sizable quantity of energy and focused it into his right arm, which he in turn used to deliver a single, solid punch to the gut of one of the gang member…Sending him flying back with the force of an oncoming car. Upon seeing this, the last remaining gang member that had approached the two kids didn't have time to react as he began to stumble at the amazing show of force that both Scott and Jean had just shown them.

"Holy shit!" he exclaimed as he nearly lost his balance stumbling back.

This once again gave Scott the window he needed to deliver a low powered optic blast that knocked him back into the last two guys who had been left standing near Vincent. By now, the bewildered young boy had run off to the side, not knowing who these two were or what they were doing here…But despite this, he couldn't tear his eyes away from what he was seeing. The abilities they wielded…And at such young ages…They had to be mutants. But from his many harsh experiences, Vincent Freeman knew that they were no ordinary mutants.

"Oh God! It's like fucking demon kids! Run!" yelled one of the gang members as they all struggled to get up.

However, none of them were able to get far as they were all suddenly lifted into the air by an unseen force. They all began screaming and yelling in fear and bewilderment, for they did not know what was going on. It was like a nightmare for them, but it wasn't over yet.

As Jean kept them all in a tight telekinetic hold, she then manifested her pyrokinetic powers and created a circle of fire around them…Causing the six gang members to cower in fear at the seemingly impossible sight before them.

"What's the matter?" said Jean as she sensed their scared thoughts, which almost seemed humorous to her if she hadn't practically had her sense of humor beaten out of her over the years, "Can't stand the heat?"

The rest of the gang members let out another round of frightened yells as they all looked as scared as a rat in a cat convention. One of them even yelled, "Mommy!" As Jean held them in a rather precarious position for a brief while, letting them sweat their fear off so that they got the message, she killed the flame and once again lowered the six bewildered boys back down to the cold pavement.

"That was a warning…" said Jean sternly, "Now none of you are going to remember anything about this…You're all going to go home and reconsider your lives…And you're going to find that you can make them better. Now leave!"

With a burst of telepathic manipulation, Jean reworked the poorly guarded minds of the six gang members as they a dazed expression suddenly fell upon their faces and they walked off as if they hadn't seen a thing, dropping their bandanas and weapons in the process as they disappeared from sight.

Vincent, amazed at what he had just seen, was still in a frozen state up against the brick wall of the alley as Scott and Jean both rushed over to him.

"Are you okay?" asked Scott as he looked at the dazed and bewildered look on the slightly older boy's face.

Vincent simply looked back at the two kids who had just sent those gang members packing in a strange display of powers and ability. He didn't know what to make of them or how he should react. It was clear they were mutants like him…But were they friend or foe?

"I…Who are you?" asked Vincent, as he stood bewildered in his current predicament, unsure if what just happened was a show of good or bad luck for him.

"I'm Scott Summers," answered the slightly younger boy with a non-threatening look on his face.

"And I'm Jean Grey," said the girl who looked to be the same age, "And don't worry…We're not here too hurt you. We're here to help you."

Vincent still showed a look of deep suspicion, for he had heard that before and he had suffered because of it. Seeing the life he once had destroyed in the span of a single night had left a mark on the young boy that was sure to permeate very deeply within his psyche. It had left him somewhat more bitter about this complicated world that seemed so bent on making him suffer. All he wanted to do was be left alone so that he wouldn't have to suffer any more…But there was still a part of him that wanted to fight this…The same part of him that had always kept him strong from the Prodigy Project to the streets. And in the end, it was hard to silence that part of himself.

"Why would you want to help me?" he said in an apprehensive tone, "And furthermore…Why should I believe you? The only thing I've ever gotten from trusting people is pain! And the last thing I want it to give anybody another chance to make my life more hell than it already is!"

"We don't want to cause you any pain," said Scott, knowing full well the kind of mindset this boy was in, "Believe me…I don't blame you for being suspicious. Both Jean and I have been there…"

"Yeah right!" he spat in response, "Have you watched your mother die right before your eyes! Have you been treated like some lab animal! Have you ever lived on the streets! Have you ever had your home and everything that ever meant something to you taken away time and time again!"

The tone in Vincent's voice was near hysterical…But despite his words, neither Scott nor Jean flinched in the slightest…Partially because of the affects of their military training and because they knew all too well what this young boy was feeling. And it was for this reason…Vincent got a very startling response.

"You'd be surprised…" said Jean cryptically, causing the look on Vincent's face to change drastically.

Vincent didn't know how to react…For his long standing instincts that had guided him through tragedy time and time again were being challenged by the sudden appearance of these mysterious kids who seemed to wield the same kind of power that he did…Only with more intensity and control. This left only a great deal of questions for the confused young boy as he found himself stammering in the strange situation he currently found himself in.

"But…How can you…What are you…" he began, but suddenly, he was cut off by a new presence and a new voice.

"They speak the truth Mr. Freeman," said Dr. Nathanial Essex as he stepped out of the shadows where he had been waiting for the right moment after Scott and Jean managed to calm the young boy down.

"What the!" said Vincent as his attention was quickly drawn to the tall, dark man standing before him alongside Scott and Jean with a non-threatening look on his face.

"My pupils speak the truth…" he said as he slowly approached the young boy with an eager grin dominating his face as he looked back into the light blue eyes he knew so well, "We are not here to hurt you or cause any more pain. In fact…We are here to help ease that pain."

"Ease it…" said Vincent, the apprehension in his voice waning somewhat upon hearing that, "But how? And…Who are you?"

Dr. Essex simply smiled at the young boy as he looked down upon him with a feeling of excitement that he was standing in the presence of one of the most prized specimens of Prodigy…But he knew he would probably have to keep that little tidbit to himself if he was to get young Vincent to trust him.

"My name is Dr. Nathanial Essex…" he proclaimed in a sincere tone so Vincent wouldn't find any reason to simply brush him off as he was certain part of him wanted to do, "I am head of a government program meant to help individuals like yourself…Ones with such immense potential."

"Government program!" said Vincent with a suspicious look in his eyes, "I've heard enough…Believe me, I've had enough government programs for one lifetime!"

"Wait!" urged Dr. Essex, stopping him cold in his tracks before he ran off, taking his hopes of using his great power alone with him, "Please…Hear me out Vincent. I do not represent Prodigy."

Upon hearing his name again and that dreaded word…Vincent froze and turned back towards the articulate doctor standing before him.

"How…How do you know my name? And how do you know about Prodigy!" he demanded with tears once again forming in his eyes.

"We're the government Vincent…There isn't much we don't know," he assured as he placed a comforting hand on the young man's shoulder, "I've seen your records…I know your past. You've suffered a lot as a result of that heinous project…It took a lot away from you, that much I know."

Upon hearing such words, Vincent began to get choked up at the all too clear memories he had of such awful times when all he did day by day was suffer. Scott and Jean saw this look on his face and struggled to keep their own feelings about such pain locked away as well, but it helped them empathize with the young man as Dr. Essex continued talking.

"You're a very strong…Very brave young man Vincent," said Dr. Essex in a calm, encouraging voice, "You survived that which killed so many others. You and the great potential of your mutant powers written in your blood helped survived even as the world itself seemed to turn on you. There's so much potential…So much strength in that body and mind of yours. And you mustn't let any amount of pain or sorrow make you forget that."

There was a great level of comfort in Dr. Essex's words as Vincent swallowed the lump in his throat and looked back up at the doctor with longing and hope in his eyes…Hinting to him that he was doing this right and kept pushing.

"What do you want from me?" Vincent finally asked, his voice still strained under the turmoil of his current state.

"I want to help you…" answered Dr. Essex simply, "I want to help you in the same way I helped Scott and Jean. I know that what was done to you caused your powers to manifest early…And because of that, you struggled to control them. Scott and Jean were the same way…But I fixed that, as you just saw. And I can do the same for you…I can help you take the great power and potential written into your blood and manifest it in it's full glory…Allowing you to control and use it for the greater good of the world."

Hope…Control…Greater good…These were all things that drew Vincent's attention, for they were things that he had always coveted, yet never felt he would get the chance to experience. And the more Dr. Essex talked, the more intrigued the young boy came.

"The program I belong to…Is one where we take mutants of great potential such as you, Scott, and Jean and train them to be soldiers in an elite unit capable of fighting against the most deadly of foes hell bent on attacking the free world," said Dr. Essex proudly, hoping to inspire a sense of duty within the young boy as he had done with Scott and Jean, "But with what we have at our disposal…You will be more than just another soldier…You will be the best of the best…Not just soldiers, but warriors for democracy and freedom. Scott and Jean have already been with our glorious program for two years…And you have just seen what they have developed in this time. And now…I'm offering the same opportunity to you…The chance to become a true defender of justice in this dark, shady world that you know all too well is full of pain and suffering."

It was an offer Vincent never thought he would get…Hell, he never though something like it even existed to begin with. Yet in remembering the earlier actions of Scott and Jean against those gang members…It gave him an insight into just what he could become. The sound of Dr. Essex's voice and the look on his face seemed sincere to him. The thought of not having to struggle with his powers anymore and actually use them in a way that didn't make his life more complicated than it already was at this point was almost too great an opportunity to pass up. But still…There were lingering feelings within the young boy who had been hurt so many times before. However, Dr. Essex seemed to know this as he pressed on.

"Vincent…I know the loss you have just suffered," said Dr. Essex, causing a pained reaction upon the face of the young boy as the clear memories once again ran through his weary young mind, "Believe me…We would have been here sooner if we had known about you. But for all the people you held dear…For all the things they gave you…Do you really want the tragedy of their deaths to be in vain? I can tell just by looking at you that you have struggled greatly through many tribulations…Yet you still retain a strong sense of right and wrong…And a strong sense of personal honor. And for those reasons…Strength, honor, and an endless potential to ease the suffering of so many innocent people…Don't you want to make those who raised you proud? Don't you want to take the gifts you have been blessed with and use them for a truly honorable purpose?"

Honor…A word that meant a lot of things to Vincent. Mr. Kansuke, through teaching him over the brief years he had known him, taught him that the most important thing to any fighter and warrior is their honor. He had managed to keep his sense of right and wrong over the years, not letting his suffering taint the way he saw the world to the extent where it made him dark and twisted. And because of that, Mr. Kansuke and Father Michaels had always said that he had a great deal of purity and honor within his soul.

Now, Dr. Essex was giving him the chance to take that honor that the people who nurtured him from a lowly street kid and use it to make a true difference in the world. Thinking back through his clear and concise photographic memory, images of Father Michaels, Mr. Kansuke, and the friends that had helped him learn to live again, he felt a sense of comfort for the first time in what seemed like forever…Almost as if their spirit was still with him, guiding him towards a new path in his life where he could truly put the knowledge and principles he had been taught to good use.

"The choice is yours Vincent…" said Dr. Essex, breaking the silence that had fallen over them, "Now I must warn you…Becoming a soldier of our program is no easy task. You will have to face intense training and rigor of both body and mind the likes of which few others have experienced. You will be trained to become more than just a soldier…And you will learn to become more than just a mutant. Your existence to the world will be officially erased…And you will become a true shadow of justice against all those who threaten freedom and peace. It will be a difficult life…But I know you're strong enough Vincent. With all that you have survived…I suppose I am only but a humble messenger…Asking you if you would give me and my organization the privilege of having you as a part of our team. So…What's it going to be Vincent? The life I'm offering…Or the life you have now?"

All the years of pain and suffering that had accumulated for the weary young mutant boy made this a very momentous decision for him very difficult, but very momentous. His mind was still dwelling on the terrible loss of the orphanage and the only home he had ever known. Father Michaels and everybody who helped him rebuild his sense of self were gone now…But being that he had survived, Vincent felt as though it was up to him to honor the spirit of the sacrifices they had made for him. He may not have been there to save them…But now he had a chance to save so many others out there who would otherwise feel the kind of pain that he had long endured. He never wanted anybody else to feel his pain…And if he could help ease suffering through what this man had to offer, then the young mutant boy felt as though it was his duty to see it through…Not just for those who he had lost, but for himself…And his honor.

"Dr. Essex…" he said, this time using what little strength he had retained these past few days to set aside the pain and sorrow in his tone so that he sounded more determined and strong, "I choose to go with you…It would be a great honor to become one of your soldiers."

Dr. Essex simply smiled back at the boy who had been the lone survivor of the Prodigy Project…Knowing he was gaining a powerful recruit. He could sense so much immense strength in him…Strength that he could most certainly use for his more 'ambitious' plans way down the line.

"Thank you Vincent…I think your choice will truly be for the greater good of us all," he said with excitement apparent in his tone as he extended his hand in a convivial gesture, "And let me just be the first to say…Welcome to Shadow Cell."

* * *

AN: So Vincent Freeman is a part of this very different world that I have created and one can only speculate where it will go from here! Again, I do not own Vincent. He is a character created exclusively by fellow fanfic writer Agent-G and I have gotten his permission to use him in this story well before I ever started writing it, so thanks Agent-G! You rock man! Now that Vincent is a part of Shadow Cell, things are starting to come together! Stay tuned, for the rest of the Shadow Cell lineup is still to come with Wanda Maximoff and X23! Trust me, it's far from over, so don't miss the next few pivotal chapters! So what do you think so far? Do you like where this fic is heading and are you eager to read more? Please tell me! Send me your reviews via email or post them on the fanfiction website! Either way is fine as long as you REVIEW! Thanks a lot for reading everybody and I wish you all the best!

LET THE MAYHEM BEGIN! REVIEW!


	8. Growing Ranks

**Sinister Soldiers  
Chapter 8: Growing Ranks**

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AN: Hey there all you wonderful readers! Normally, this is where I would respond to some of the kind people who take the time to review, but in accordance with a new rule by the admin of the website, I'm afraid I am no longer able to do that anymore. Sorry folks…I wish I could, but that's how the rules go. Don't think I don't appreciate each and every person that reviews though…Every last one of them means a lot to me. But from now on, I won't be able to directly tell people just how good they make me feel and I'm sorry for that. Nevertheless, that doesn't mean the story can't go on!

A special thanks those kind readers that reviewed: **Agent-G, KSimonT-X, Reality Bender, Simba317, X00001, Wen1, GothikStrawberry, Heartsyhawk, Mark C, Silverdash, Amazing Redd Phoneix, KaliAnn, Howlerdrode, Summers Groupie, Quillian, and Jesi0546.**

Thanks again all you wonderful reviewers! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Man, the reviews just keep coming! Thanks a ton everybody!

* * *

After Vincent Freeman's willing acceptance into the ranks of Shadow Cell, Dr. Essex took the poor, traumatized boy to the super secret Shadow Cell base. As it was with Scott and Jean, this trip was kept under careful scrutiny by the GURSO unit. Being surrounded by so many stoic, heavily armed guards did prove to be a bit stressful for Vincent given his harsh history with Project Prodigy, which nearly sent him into several panic attacks as they entered the facility, but Dr. Essex was there to repeatedly reassure him that it was just a formality and that he would not be hurt. Scott and Jean also lent their support, explaining to Vincent the nature of GURSO and how they pretty much always had their eye on them. They had grown more or less indifferent to their presence over the past two years and assured their newest recruit that he would get used to it, and after a while, it's something they grow accustom to.

Upon arriving back at Shadow Cell, Vincent was shown through the necessary parts of the facility. The young boy looked with unfretted awe at the sheer advancement of such a place, not knowing that technology like this even existed. He was shown his new room, which may not have exactly been overly luxurious, but it was clean, modern, comfortable, and well-organized…Definitely a step up from many of the other rooms he had stayed in throughout his life.

However, everywhere he looked, he saw more GURSO soldiers keeping a close eye on them and handling the necessary security of such a secretive organization. They were all heavily armed and seemed ready to blow anybody away at a moments notice, but Dr. Essex and his new friends continually pressed onward, encouraging him to look past the GURSO unit's ominous presence and simply focus on more pressing issues.

Eventually, young Vincent met his new teacher and mentor, Magnum…Who seemed as intimidating as hell, yet also quite skilled and determined to pick up where Mr. Kansuke had left off in teaching him the arts of hand to hand combat with CQC. He also met the Colonel, who given his inherent distaste of mutants, didn't seem too friendly. However, the General seemed much nicer to him as they let him in on what he was going to be learning and just what Shadow Cell's goals were. Overall, it sounded like quite a challenge to the young boy who had just lost so much in his life, but the promise of becoming strong, robust, and proud while fighting for justice, valor, and honor was something that resonated deeply within the young man and he seemed determined to make those that died back at the orphanage proud by truly using his superhuman abilities to make a difference.

* * *

After the head officials had met and processed Vincent's admission into the unit, effectively erasing his existence outside of the facility by altering a report stating that he died in the fire of the orphanage so that he was more or less a ghost just like Scott and Jean, Vincent underwent the bio-mutagenic accelerator process in order for him to gain firm control over his powers. However, this did not go as smoothly as they had hoped...For Vincent was very anxious and almost hysterical at times since going through experiments like this brought back too many painful memories of the Prodigy Project. It took nearly an hour of coaxing on Scott, Jean, and Dr. Essex's part, but he eventually went through with it...But not without some complications. At times, Jean had to use her telepathy to send him soothing thoughts to keep him from getting overwhelmed, but it still didn't stave off the horrors of his memories completely. He nearly had a panic attack when during the middle of the procedure and nearly went into cardiac arrest. However, he managed to pull through and once it was over...He finally managed to calm down.

Given his young age and the affects of the experiments done to him when he was a specimen of the Prodigy Project, his control over his abilities was sluggish at best. However, as it had with Scott and Jean, the bio-mutagenic accelerator would change that by speeding up the process offull fledged advancement, effectively allowing him to bypass the incessant need to allow the body to grow into it's powers while optimizing them in the best possible way in terms of intensity and control.

Since the successful procedure with Scott and Jean, Dr. Essex had refined the process of using the bio-mutagenic accelerator to be more efficient. While this didn't make it any less painful for the subject, it did make it safer and less life threatening for young Vincent as he successfully went through the process. For Dr. Essex, it was the proud completion of that which he started during the Prodigy Project, but now as the head of Shadow Cell…He disavowed any such knowledge or involvement with that project and everybody in the facility was now officially forbidden to even say the words without facing swift and effective punishment.

Once young Vincent had gone through the machine, he was taken to the infirmary where his recovery would be closely monitored by Dr. Essex and numerous other officials. Thanks to the process, Vincent now had even greater strength and more active control over his flight capabilities. His invulnerability, agility, and energy powers were also enhanced, giving him strong potential as the powerhouse of Shadow Cell. However, he would still need serious training before he could get to that point, but if he could handle the pain and loss that he had endured all his life…Then he could certainly handle being driven to move beyond it with extensive training at this facility.

After the rather painful process, Vincent had passed out just as Scott and Jean had when they went though it. And since he was their new team member and friend, the two young recruits chose to stay with him while he slowly came out of his unconscious state, much to Dr. Essex's hidden delight. When all seemed well with Vincent's vitals, many of the doctors and officials left, leaving the young boy with only the two other kids who knew all too well what he had just gone through, and it wasn't just the machine.

"Ugh…" groaned Vincent as he began to work his way back into the world of consciousness after having gone through such an intense process…Which he was almost sorry to say wasn't exactly the most painful procedure like that he had been through.

"Welcome back Vincent…" said Scott as he and Jean sat near Vincent's bedside, hoping to get to know their new friend and teammate.

Upon hearing Scott's familiar voice, Vincent turned to face the slightly younger boy as his blurred vision began to clarify.

"Is it over?" said Vincent as he tried to sit up, but found that much of his body was still recovering from the extensive restructuring each cell and strand of DNA had undergone.

"Yeah…It's over now," assured Jean with a rare smile, "Just don't try to get back up too quickly. Besides…It shouldn't take too long to recover from."

"And I'd like to say that the hard part's over now…" added Scott as Vincent slowly became more aware, "But unfortunately…It's just the beginning. Wait till you feel the pain of daily boot camp and Magnum's training sessions."

"Don't worry…" said Vincent, not sounding too concerned at all about such things as he slowly managed to work his body up into an upright position, "You'll find that I have a very high tolerance for pain."

Scott and Jean didn't doubt that for a minute, given where he had come from and what little they knew about him. After having seen the strife and struggle he had been going through when they found him, it was clear that Vincent had been down some pretty nasty roads in life. They could both relate, but that only made this young man even more intriguing to the both of them.

"After what we saw you going through when we found you…I wouldn't doubt that," commented Scott.

"Believe me…That was nothing," groaned Vincent, still feeling some of the affects of the procedure, but finding that his mind and body was quickly beginning to recover, "I've been in way worse situations than that."

"Worse?" said Jean curiously, "What do you mean?"

"Well…" began Vincent as he let out a deep sigh and began to tell them where he had come from and how he ended up in that dark alley where they found him.

It was a long, hard story for Vincent Freeman to tell…But in many ways, it was something he needed to get off his chest. Feeling so alone and isolated had caused him to bottle up so much of his memories and emotions into a pent up rage of pain that tore at his psyche. While there were many details that he was unwilling to tell Scott and Jean, he managed to give them the basic info for the most part, which was still intense enough to leave the two younger kids utterly shocked and bewildered that anybody had survived something like that…Even though they both knew they could relate.

"Oh my God…" said Jean as she heard Vincent's story.

"Yeah…I know," said Vincent, sounding rather dark and swallowing many of his pent up emotions, not wanting to feel overwhelmed by such sorrow anymore now that he was a part of this new life.

"That's definitely sounds rough," said Scott with an empathetic look, "But at least you don't have to be alone in dealing with it anymore. Believe me…Jean and I can really relate in some ways…More so than you think."

"I find that hard to believe…" said Vincent as he looked away briefly as a dark expression fell upon his face.

"It's true…" said Jean, showing genuine compassion in her tone, "I lost my parents as well. But it was worse for me because I didn't just see them die…I'm a telepath, I actually _felt _them die…All within my head."

This revelation caused Vincent to shift his gaze back towards that of the two younger mutant kids who had helped him back in that alley. He could clearly see looks of sorrow, loss, and pain in their weary eyes. He also noticed that they were holding hands now, hinting that there was something more between them, but Vincent didn't really dwell on that as he became fixated with what they were saying now.

"And I watched my parents die too…" said Scott with an empathetic look, "My mom, my dad, and my little brother…Engulfed in flame right before my eyes. And what's worse is that they gave their lives to save me. We were in my father's plane…And it caught fire in mid flight and both he and my mom gave us the only two parachutes that were undamaged. My little brother and I had to jump….But only I survived. I could have saved my little brother…I could have actually done something…But I didn't. And he died because of it."

Vincent looked back at his new friends with his pained, light blue eyes…Seeing in each of them the true sorrow that they had endured. It was a hard thing to hear…But at the same time, it helped young Vincent feel less isolated, knowing that he wasn't alone in the kind of suffering he had endured all his life. He wasn't the only one who had watched his family die…He wasn't the only one to be left to deal with such trauma. Scott and Jean may not have known the young man very well…But they knew him well enough to know that he understood the world they had come from…And they truly understood where he had come from as well.

"I'm sorry…I shouldn't have…" began Vincent, but he was quickly cut off.

"Don't apologize Vincent," said Jean in a warm, understanding tone, "We both know you didn't mean it. Learning to live again after you've lost so much…It really has an impact on you. It affects how you think…How you feel…How you make it from day to day. And that's what we learn here at Shadow Cell…We learn how to rise above things like that…We learn to move beyond the things that hinder us and make a true difference in the world."

Both Scott and Jean had been in that bed before and they knew full well the kind of thoughts that were going through Vincent's head. The look of turmoil on his face told a great deal of the sad story that was his life…But at the same time, there was a great deal of strength in those eyes of his. He had risen above his sorrow before and survived past such great pain. He already had a sense of honor and compassion that truly made him worthy of the ranks of Shadow Cell. And as the young boy struggled to take in the new life he was now going to be such a strong part of, both Scott and Jean placed a hand over his…Showing him that he wasn't alone anymore.

"It's a hard, complicated life…" said Scott as both he and Jean looked down at their new friend and teammate, "But that's why people like us have to stick together. You're a part of Shadow Cell now Vincent…You're part of the unit. It may take a while to truly take in this new world…But now that you're one of us, don't ever think that you're alone again."

Although he was still weak, Vincent actually managed a weak smile as he heard their words of comfort. He had been so alone in dealing with his pain for so long that he almost didn't know how to respond to something so new to him. The knowledge that he wasn't alone…That other people knew and understood his pain…It actually helped to fill part of that gaping hole that had always been in his soul. He had friends in the past…But none of them could ever truly understand the life he had lived or the pain he had suffered. However, things were different with Scott and Jean…For they knew…They understood…And such a feeling was something that Vincent never thought he would ever feel.

"I…I don't know what to say," said Vincent, at a loss for words, "But…I guess after helping me so much…I suppose I should say…Thank you."

Scott and Jean simply smiled back, glad that they now had a new friend to add to their ranks here at Shadow Cell. Vincent had shown that he was a strong, compassionate person…One who had been through plenty of adversity in his brief life. But here…His life would take a dramatic turn and hopefully…That turn would lead him to a multitude of new possibilities.

While young Vincent was getting to know his new friends, unknown to either of them…Dr. Essex had been watching the whole thing on the security monitors from outside the room. Magnum was by his side, also observing the strong interaction between Vincent and their first two specimens. It was all going better than Dr. Nathanial Essex ever could have hoped. Originally, he had not planned to involve any more mutants other than Scott and Jean for his later plans…But after learning that Prodigy Seven, or Vincent Freeman as he was now called, was still alive after being listed as dead from the Prodigy Project…It opened many new opportunities for him and for his ultimate goals.

Vincent had already showed that he had what it took to be a member of Shadow Cell…Dr. Essex knew that better than probably anybody else at the facility. There was so much for him to learn now and in the long run, he would definitely prove to be a vital tool for the key aspects of his elaborate plans. It was as if everything was falling into his lap out of pure luck…For everything was going so well for him…Better than he ever could have planned it. He could tell that Vincent was going to get along quite well with Scott and Jean if their current interaction was any indication. But such success only made Dr. Essex think more about the current course of this project…And considered just how ambitious the possibilities for such a project could be.

"It seems young Vincent will make a fine addition to our team," said Magnum in her stoic, Russian tone.

"Indeed he will Magnum," grinned Dr. Essex in approval as he watched the young man continue to talk with Scott and Jean, "I know it wasn't in the original plan I told you, but do you think you'll be able to effectively train him?"

"Don't worry about that Nathanial…You know how adaptive I am," said Magnum with confidence.

"That I do…As long as he can truly become a skilled member of the team, I feel he'll make a fine addition to our ranks," said Dr. Essex as his grin only grew wider with each passing moment of the live feed from the video.

"But what about the impact on the project's 'long-term' plans?" questioned Mangum.

The look on the doctor's face only grew more eager, almost to the point where the look on his face was nothing short of sinister. He had so many ambitious plans for Scott and Jean…But now that he had Vincent, there were even more possibilities for his goals in the end. Shadow Cell was still in its infancy and it was growing fast. Soon, it would truly come into its own…But it still left many possibilities for Dr. Essex to consider.

"His presence in Shadow Cell can only help them Magnum…" answered Dr. Essex in a deep, ominous tone, "He always exhibited so much potential…And now that he's here, we can truly make the best of such attributes and down the line…He will be a fine addition to my final plans. But all we can do at this point is watch and wait…For their time will come soon enough."

* * *

Vincent didn't stay bedridden for very long after regaining consciousness. Thanks in large part to his now fully manifested powers, he healed quickly and the officials of Shadow Cell didn't waste any time in starting his training. As was the case with Scott and Jean, Dr. Essex and a team of mind/body specialist helped him master his powers and a legion of drill sergeants put the young traumatized boy into the rigorous routine of boot camp, working hard with each day that came to harden the young boy into the mentality of a soldier.

Young Vincent may have come in a weak, traumatized boy…But he had a drive like no other to move past every one of his limits. Such rigorous training that sometimes extended over the course of several days helped him become more focused while also proving to be a good distraction from his lingering memories. His mother, Prodigy, the streets, and the destruction of the orphanage still hung strong in his mind…But the rigorous nature of his training helped strengthen his mind as it had with Scott and Jean, helping him to focus and grow, laying the foundation for becoming a true soldier.

Along with his rigorous mental and physical training, he also took nicely to Magnum and her tutelage. Since he already had some training with fighting thanks to Mr. Kansuke, he progressed a lot quicker than Scott and Jean did when they first started. However, Magnum found that much of his technique was flawed since he knew only basics and didn't seem to fully grasp the mental and spiritual aspects of combat that so many people often negated.

Vincent proved to be a fast learner when it came his first two months at Shadow Cell. His use over his powers was improving drastically with each passing day, he was becoming more and more hardened with each boot camp session, and he was effectively working with Magnum very well on honing his overall skill.

In addition, he was also growing quite close to Scott and Jean. As a member of the unit, they all had to work together and learn to trust one another with their lives. Getting past his traumatized mindset was hard enough on him, but he had found that having friends to talk to that truly understood did work wonders for him in terms of learning to cope. Sleeping wasn't any easier though. He still woke up from intense, vivid nightmares during the short periods of sleep they were allowed and frequently had to cry himself to sleep with everything that had transpired in his short life.

With each passing day, Dr. Essex and the officials of Shadow Cell were seeing their three powerful recruits grow more functional and strong in terms of their mutant abilities, mentality, and physical aptitude. They were beginning to work together as a real team and the foundations for a truly powerful unit were clearly visible among all those who watched them grow into true soldiers.

As they became more and more in control of their powers, more time was spent with Magnum in the specialized areas both inside and outside that she had organized for them. They kept things advancing at a steady pace, making sure they mastered each aspect of boot camp, power usage, and CQC in the most efficient possible way. They were still too young to fully ascertain the power and mentality of true soldiers, but at their current pace…Such a title was firmly within their grasp.

* * *

At the moment, the three mutant recruits of Shadow Cell were once again learning and training with Magnum in a specialized room with numerous padded men and women, most of them low ranking officials. Scott, Jean, and Vincent were tasked with using only CQC to bring them down…Which was definitely no easy task considering that the people they were up against were bigger, heavier, and would try to fight back with real military style tactics. However, given their increasing ability to use CQC, they managed to hold their own in a surprising fashion, especially to those in the padded suits.

"You are young…But youth does not equate to weakness!" bellowed Magnum as she saw Scott get thrown to the ground by one of the padded training officials while Jean suffered a tough blow to the stomach and Vincent was double teamed into submission, "You must never consider that the enemies you face on the battlefield are ignorant or stupid! Each one them has the potential to overcome you…But you also have the potential to overcome them! It's not only predicated on skill…It is determined by a multitude of factors including speed, reaction, and using your head to most efficiently get the job done!"

Scott, Jean, and Vincent, who were already breathing hard from nearly three hours of this rigorous training with almost no break in between, once again forced their tired bodies up and took their stances as they were once again surrounded by their bigger, stronger, padded opponents. They had definitely been improving in terms of skill in the eyes of both Magnum and of those who fought them…Which was an accomplishment in and of itself given their age. Yet…The three young mutant kids were being hardened and driven in a way few people ever were with boot camp from all divisions and constant training from Magnum and because of this, their determination and drive to overcome their limits was holding strong as they continued to push every one of their mental and physical limits with each passing day.

"Again!" ordered Magnum.

Then, the swarm of padded opponents rushed the three mutant kids as they began to once again defend themselves against their aggressors. They were quickly learning to hold their own against such bigger, stronger, more imposing opponents. Even the officials were surprised at times of their resilience, but that didn't stop them from going all out as they began to aggressively attack and attempt to subdue the three young recruits.

"CQC isn't about fancy technique or cinematic style moves…It's about fighting and succeeding…" said Magnum as she saw Vincent effectively perform a counter to a series of heavy punches and land three pivotal blows on three pivotal points of three separate aggressors, sending them falling to the floor in defeat, "You must move fast…And think even faster."

Then, Magnum saw Scott successfully perform a skeletal manipulation technique simultaneously on two opponents attempting to double-team him and hitting one of them with a powerful kick to the chest while subduing another with a knee to the gut followed by a two punch combo, sending him to the ground as well as he turned to his next aggressor.

"You must predict your opponents moves…You must plan each attack like a well played game of chess," said Magnum as she saw more padded officials fall as a result of her pupils' improvement, "Think 100 moves ahead…And counter every single one of them."

Then, she turned to see Jean nimbly avoid a crushing blow from one of the larger opponents and countering with a well placed karate chop to a nerve cluster on the neck while quickly using her momentum to deliver a powerful roundhouse kick to another female opponent that attempted to catch her off guard, sending her falling to the ground as well.

"You all have great power written into your blood…" said Magnum as she continued to watch her three students hold their own against wave after wave of aggressors, "But you will not always be able to use such power in certain situations. Power is only as strong as the mind, body, and soul that wield it. If only one of these components is weak, then the being as a whole is weak. And as soldiers…Weakness is not tolerated! You will not be weak! You will be strong! You will NOT let the past, present, or future weaken you! You WILL master CQC! You WILL learn to be soldiers worthy of Shadow Cell!"

Her booming voice seemed to push the three mutant kids even further as they stepped up their attacks despite their tired, sweaty bodies. The room was filled with the noises of grunts and bodies falling to the floor. The harder they fought, the harder their opponents fought back. However, this did not stop them…This only pushed them further and it was clear to Magnum that they could be pushed so much further given due time.

As this ongoing melee was turning into a truly intense battle for both the padded officials and the three mutant kids, Dr. Essex and other Shadow Cell heads including the Colonel and the General entered the room and watched the ongoing training of their recruits. There were numerous GURSO soldiers guarding them and the area around them, but this did little to take away from the overall spectacle.

"Not bad for a bunch of kids…" said the Colonel as he watched Scott, Jean, and Vincent continue to land, take, and deliver punishing blows to their bigger, stronger opponents.

"Indeed Colonel…" said Dr. Essex with a proud smile as he watched several guards fall as a result of a double team combo from Scott and Jean, "They're definitely coming into their own. And young Vincent certainly has taken up the challenge of Shadow Cell with uncanny determination."

"Yes, looks like you were right about him," said the General as he watched Vincent effectively take down two padded guards with a series of sweep kicks followed by powerful punches to the chest, "The kid really shows quite a bit of potential with all that strength and invulnerability. I heard he took three shots from a nine millimeter, no sweat."

"He most certainly did," confirmed Dr. Essex with a grin, "And trust me General…That was just a test. He most certainly can survive so much more as his focus and control over his new aptitude takes hold."

"That'll be good for certain missions, but are you sure he's the only one you could find in all your searches?" said the Colonel as he saw more officials fall to the increasingly effective blows that Scott, Jean, and Vincent were landing.

"Trust me Colonel…I got lucky with this one," said Dr. Essex, still amazed at how he had come across young Vincent in the first place, "I'm gathering new streams of data all the time and I'm hoping to compile and updated list soon. But remember…Not all mutants can become warriors of Shadow Cell."

"I understand that Doctor, but I, along with the rest of the higher ups, think this is just a single significant step," said the General, "While I can't tell you how pleased they were that you so quickly found another recruit, there is still the wide consensus that the unit is…Incomplete."

"I wholeheartedly agree with you General…It is incomplete," said Dr. Essex, not arguing the point in the slightest, for he too had been thinking about this a lot lately since Vincent's recruitment, "In order for any unit to be successful, it much encompass all necessary points of it's grand mission. And since Shadow Cell's mission is so broad and far reaching, it is hard to gauge just when such optimal efficiency has been attained. Too few recruits and they won't be strong enough…Too many and they would be too expensive and hard to command and maintain. Now this organization is already operating at record fiscal efficiency and I'd like to keep it that way."

"As do the rest of the black budget management squads back in Washington," said the General, "But given your impressive attention to detail with this project thus far…How many more do you think we'll need?"

Dr. Essex took a moment to think about that, looking back at Scott, Jean, and Vincent's impressive progress since their arrival. They were on the fast track to becoming truly powerful soldiers. Each day was hardening and strengthening them more and more. But when the time came to deploy them on their first mission, they would need to be optimized in every possible way in order to be the most effective fighting force ever known. He could already see that they were on the fast track towards doing so, but they still did not have a full team to work with at this point. And no matter how strong they got, they would have to be a full unit if they were to maximize their effectiveness.

"I'm afraid I can't give you a definitive answer General," said Dr. Essex after a brief moment of contemplation, "It all depends on the kind of mutants we are lucky enough to find and recruit. The team could have all of its true needs with just one or up to four more extra recruits."

"One or four recruits?" said the Colonel with a confused, unenthusiastic look, "Isn't that a little too broad Doctor?"

"I'm only working with what I know Colonel," quipped Dr. Essex, "Keep in mind, nobody has ever attempted a project like this before. There are just too many unknowns when it comes to mutants and training them to be a part of a group like Shadow Cell."

"Unknowns or not…I think we should still work towards getting some fresh recruits soon," said the General, not sounding at all too dissuaded by this, mainly because he had no idea just how Dr. Essex went about finding such mutants with the right stuff for Shadow Cell.

"Don't worry General…We will," assured Dr. Essex, "But we have to proceed with caution. Keep in mind, young Vincent is still adjusting."

"All the more reason to bring in new recruits Doctor," said the General in response, "I know the new kid is still getting to know the feel of the place, but I don't think we can wait too long in between recruitments. Otherwise it could affect the overall cohesiveness of the unit. We can't have novices and experts in the same team."

"Point taken General," said Dr. Essex, who didn't like to be pressured, but knew that the experienced military officer had a valid point, "But like I said…Leave that to me for now. Shadow Cell is already proving itself to be successful with many of our procedures and routines."

"Success or not Doctor, keep in mind we still have competition to deal with," reminded the Colonel.

"Yes, yes…I know…Hydra," said Dr. Essex in a distasteful tone, for he had been hearing that word way too much these past few weeks now.

"We've gone from underdogs to going head to head with their Weapon X23 program, but it still has plenty of supporters," said the Colonel, knowing Hydra tended to be a four letter word around Shadow Cell, given that the influence it exerted had always been cumbersome.

"True Colonel…But their progress hasn't been as swift or as efficient as ours," said Dr. Essex confidently.

"They're still a problem through…" argued the Colonel, thinking Dr. Essex was taking this too lightly.

"And problems are not fixed overnight Colonel," retorted the General, "I've talked to a few officials…And I know that some of Hydra's support is beginning to falter in wake of their lack of progress towards fixing the problems that Weapon X had."

"Which is actually a pity when you think about it," said Dr. Essex with a humored laugh, "After all…That's what I've been saying since this whole project began."

"Well for the sake of gaining the upper hand Doctor…Let's hope you're right," said the General.

"Patience General…Patience," assured Dr. Essex in a calm, collected tone, "Shadow Cell will keep growing…And gradually, we shall overtake anybody who stands in our way. Just remember that such a feat cannot be rushed. We must proceed carefully…"

Dr. Essex along with the rest of the officers, some of whom were jotting down notes of progress over the three mutant kids' advancement in terms of skill, kept watching as Scott, Jean, and Vincent continued to fight hard despite fatigue and exhaustion against their bigger, stronger aggressors. Magnum continued barking out commands to them as they kept going, working hard to get better and better even when they felt they were at their limits. However, part of being a soldier, especially one of Shadow Cell, meant going beyond every possible limit there was in terms of mind, body, and sprit. And with rigorous training and teaching like this, they were constantly pushing those limits further and further…Working towards the day when they would become true soldiers.

Then, while the head officials were watching in admiration of their progress with their recruits, a young female scientist came in through the door with a thick folder in hand and approached Dr. Essex.

"Excuse me…Dr. Essex?" said the young woman, catching the doctor's attention, "I have those updated files you requested."

"Ah yes…Thank you my dear," he said respectfully with an approving grin as he eagerly took the thick folder in his hands, "Is it all properly compiled?"

"Of course doctor," she assured, "We'll be sure to keep the database updated. Just let us know if you need something we omitted."

"I most certainly will…" said Dr. Essex as he watched the female scientist make her leave while he eagerly looked at the first few papers inside the folder.

"What's that?" asked the Colonel curiously as he tried to get a glimpse of what Dr. Essex was looking at that seemed to get him so enthused.

"Just the updated list of possible recruits Colonel…" he said casually as he turned towards the doors, deciding it was best if he do this in his office away from prying eyes, "You know me…I don't like to waste time."

"Well be sure to let us know if you find something," said the General as he and his subordinates turned their attention back to the ongoing fight between their recruits and the training officials.

"You know I will General," said Dr. Essex as he passed several GURSO soldiers and made his way down the vast corridors of the facility.

When he reached his office, he shut and locked his door securely like he always did. Nobody dared to disturb him and he wanted to keep it that way. Ever since Vincent's recruitment, Dr. Essex had been in a rather good, confident mood. It was a most certainly unexpected treat to find the lone survivor of the Prodigy Project alive and well, brimming with the potential to become a full fledged member of Shadow Cell. He showed a lot of potential and skill even though he was still so young, but this only offered further assurance that he had what it took to succeed in this unit. Along with Scott and Jean, they were quickly learning the ways of valor and strength that all soldiers needed both on and off the battlefield.

At the moment, his master plan was proceeding smoothly and with greater progress and efficiency than he ever could have hoped. Scott and Jean were hardly recognizable compared to how they were a mere two years ago. The affects of their training was starting to show in their nimble young bodies and their newly determined minds. In addition, he could see that they were continuing to grow…Closer to one another. He had hoped for that to happen, but didn't expect it to transpire with such magnitude as he saw the evolution of their connection and interaction.

However, he was still divided on just how he would incorporate Vincent into these grander plans. He thought the boy had died along with the others, yet he fought and survived with a tenacity that Dr. Essex was bent on utilizing. He wasn't sure how he was going to implement him, but it was still too early to make a definitive choice just yet.

He continued to let his mind wander as he went over some of the papers concerning recently discovered mutants that may have the necessary qualities for Shadow Cell recruitment. Every week or so, he would get these new reports that he had specially ordered from a few government agencies including the FBI and NSA. They weren't always as useful as he would have liked them to be, but that was mainly because the people who made such reports had little knowledge over what they were really observing. It a way, it was kind of sad in the eyes of Dr. Essex because it showed just how ignorant even the elite of this country could be. But hopefully in the long run…His plans would change that.

He continued to go over a few reports concerning what appeared to be only suspected mutant activity and not real witnesses. They came from everywhere in the country from a suspicious case from a Texas rodeo to a mine in Cumberland, Kentucky. There were a few others, but some not always within the United State. Some of the reports about mutants in Britain, a suspected mutant in Germany, and a few interesting reports in the rural areas of Siberia in Russia did look intriguing, but recruiting over international boundaries was not an easy task to say the least. Erasing the lives of their own citizens was easy and done with uncanny regularity, but doing it to foreign citizens was a bit more cumbersome and Dr. Essex wanted to avoid that. It had been hard enough erasing Vincent's paper trail and he was only from Canada. The only reason they managed to succeed was because he was an orphan with a sketchy past and the General had managed to use some of his diplomatic skills to cut a deal with a few high ranking officials in Department H, the details of which he didn't bother with since he got what he wanted in the end.

Tossing aside the international reports, Dr. Essex focused back on the domestic reports. However, with this compilation, he wasn't finding much. Many of these mutants didn't seem to have the power qualifications he was looking for or the right stuff to be soldiers. Nevertheless, he kept skimming over the reports, making note of some that might be worth looking into as he went. Then suddenly…Something caught his eye.

Setting aside the rest of the folder, Dr. Essex took a closer look at a particular paper concerning a suspected mutant that was said to be very powerful…But very unstable. However, that is not what caught his eye…What garnered his complete attention was the name.

"Wanda…Maximoff," said Dr. Essex to himself as he read over the name, a slow grin forming on his face, "Could it be?"

Dr. Essex then turned to his computer and began feverishly typing, going through layers and layers of databases until he came across what looked like a collection of medical records. The name, Wanda Maximoff, definitely meant something to him. Even though he had never known anybody by that exact name…It was one he recognized nonetheless. Using his high level clearances to hack into medical servers, he finally found exactly what he was looking for. It was a record of a girl being admitted to an insane asylum at a young age and documented what was only described as 'freak and unexplainable phenomenon.' As he read it, the grin on his face turned all the more sinister as his eyes suddenly flashed a bright red color at the computer screen.

"Wanda Maximoff…The daughter of one of the most powerful mutants on the face of the planet," said Dr. Essex with excitement as he read over a description of her unique powers, "So strong…So much potential…And he threw her away. That ignorant fool threw her away. Oh what luck the fates have blessed me with!"

His search was over…He had found the next recruit to Shadow Cell. Getting up from his desk, he quickly made his way back down the halls where Magnum was just finishing up her session with Scott, Jean, and Vincent. And it was a good thing they were done…For there was an important new task that he wanted them all to be a part of.

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AN: There you have it! Vincent Freeman is now a part of Shadow Cell and Wanda Maximoff appears to be next in line! Stay tuned to see how her life is changed forever in the X-men: Evolution universe as Shadow Cell continues to forever alter the path of history. Shadow Cell is beginning to truly take shape and it won't be long now before it reaches its full potential! There's plenty more to come so sit tight and watch as many lives are forever changed in this unique AU that I have created. And please, don't forget to REVIEW! Send me your feedback via email or post them on the fanfiction website! Thank you all very much for reading and I wish everybody the best!

STOP! LOOK! SCROLL DOWN! REVIEW!


	9. Dealing With The Hex Factor

**Sinister Soldiers  
Chapter 9: Dealing With The Hex Factor**

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Good news everybody! Apparently, that bit about reviewer response prohibition was not real after all! So you know what that means! I can still give my wonderful readers a nice little shout out as a show of my deepest gratitude!

**Agent-G: **Glad you like how Scott, Jean, and Vincent are growing now that they're facing the heavy training that will make them the soldiers of Shadow Cell! But the team is not complete my friend! Now Wanda comes into the picture and she's going to have quite an impact on Vincent in the long run! Thanks again for letting me use your character man! And I hope you like how he continues to grow in this unique new universe! I also hope you like how I handle the Vincent/Wanda bits! As I've said before, this is your character and I want to use him right! Thanks as always for the review my friend! Stay cool like you always do!  
**Heartsyhawk: **Yes, I thought it was insane too. Glad to hear that it was a mere farce! I'd miss being able to talk to such kind readers such as yourself! Your reviews are always such a pleasure to read and I'm always overwhelmed with such wonderful praise! And now that Wanda is coming in, this story will have plenty to build upon and I hope you like how I use her in this story! Thanks as always for such kind words and I'm truly honored to have you as a reader!  
**Simba317: **Well my most faithful reviewers, luckily that notice was just a farce. I'm free to respond to those who I treasure so dearly and you're most thoughtful reviews are certainly no exception! I'm glad to see that you're enjoying this story so far and the vast AU I'm creating with this! The Scott/Jean relationship is starting to evolve and now with Vincent on board, the unit is beginning to take form! But don't worry my friend, for Wanda is sure to make it all the more interesting and given her past, she should fit right in! As for the rest of the X-men and Brotherhood, you'll have to wait a while before they make their entrance, but rest assured, they will all come into this world and it'll be an event to remember! I know I say this a lot, but your wonderful reviews really mean a lot to me! I can't tell you how honored I am to have such a kind reader! Thanks again for your most kind praise! You positively rock! Peace out!  
**Mark C: **Yes, Magnum is definitely a larger force in this fic compared to "Extermination" and her motives for doing what she's doing will become clearer as the story progresses. But for now, you can be assured that she will exact a heavy influence on the team and her impact will have many far reaching consequences. Thanks as always for the review my friend! I'm honored to have your continued support! Peace out!  
**KSimonT-X: **I'm glad you like the unique twist I've given this story and this new universe I've created. I've really put a lot of thought into this and I'm honored to hear that you're enjoying it thus far! But rest assured, this is only the beginning! With Wanda coming into the picture and plenty of more influence courtesy of Dr. Essex and Magnum, it's going to be a hell of a ride! Thanks for the wonderful review my friend and I hope you continue to enjoy this story! Peace out!

Also, a special thanks to: **KaliAnn, Quillian, Jaguar, LadyDeathStrike1, Wen1, Summers Groupie, Cullen, Amazing Redd Phoenix, KelseyAlicia, and Communist Penguin.**

AN: This chapter takes place 3 months after the last chapter. Scott and Jean are 12. Vincent and Wanda are 11.

Thanks again folks! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Man, the reviews just keep coming! Thanks a ton everybody!

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Her name was Wanda Maximoff. She was an eleven year old girl with messy black hair, raggedy clothes, and a look in her eyes that told a truly tragic story. Since she was seven, she had lived in a dark, dank, nightmarish room in an under funded insane asylum in New York. It was a scary, dreadful place for a young child, but this was where she had been forced to stay…And there was nothing she could say or do about it.

She knew she was different…She knew it was the reason why she was here. Her daddy had thrown her away into this horrible place because of it. He had gotten rid of her because she couldn't control it. But what only made things worse was the fact that she didn't know what 'it' was. She could feel it inside her…And sometimes it would happen without warning and no matter what, she never had any control over it. It often happened when she got angry. Objects would break, things would move, and she knew that she was the cause of it. She tried to control it…She tried so hard…But in the end, she failed.

She missed her daddy…She missed her brother…But they had thrown her away. They never came to visit…They never wrote or even so much as avowed any knowledge as to her existence. The thought alone brought tears to the scared young girl's eyes as she huddled in the corner of her dark cell. Nobody ever came in anymore…They just slid trays of food through an opening in the door. And they never maintained her room very well either. Because of 'it' her bed post had been mangled beyond recognition, the sink had been busted, and the padded walls had been torn. They never even gave her clean clothes, leaving her in the same raggedy, dirty rags that she had been wearing for as long as she could remember.

As she huddled in the corner of her cell, Wanda thought back to how she got here. She remembered that very day so clearly…That day when her childhood was abruptly ended forever and her world was forever darkened. For years, her daddy had told her that she and her brother were different…But she had no idea just how different she truly was. When things started breaking, when objects started moving on their own…He would yell at her, and sometimes scream at her to stop. She tried and she tried…But it just kept getting worse as she got older. Until finally…It all came to ahead and her daddy told her she wasn't manageable anymore.

It all happened so fast…He just told her and her brother, Pietro, to get into the car. She remembered clearly the cold tone in his voice, and she would later find out that it was just a prelude of what was to come. He drove her to this horrible dark place on a stormy night…A night that would forever hang strong in her mind. When they got there…There were already big, scary looking men standing there…And they grabbed her and began taking her away.

She had been confused, dazed, and very scared…And all she could remember was seeing her daddy and brother just standing there…Watching as these scary men took her away into the dark building she was now stuck in. She reached out to them…She cried and she cried…But they did nothing. They just stood there and watched as she was taken away.

"_Father! Father please! Don't let them take me! Please! Don't let them take me! Daddy! Don't let them take me!"_

She had never cried so much before in her life…But her tears had been in vain. As soon as she was taken into the asylum, her daddy and brother disappeared from sight. She kept struggling and fighting to escape…But the big, scary men were too strong for her. She reached out…Not wanting to go…But it didn't change anything. At one point, she thought she saw Pietro reach back…But her father had been there to keep him in check. Neither of them showed a hint of emotion…No tears, no sorrow, no regret. They had abandoned her…They had thrown her away.

In this heinous place, Wanda had to endure loneliness, sadness, and confusion as she struggled to make sense out of what it was she couldn't control that had caused her so much pain and sorrow. Over time, she had hoped that one day her daddy would come and take her out of this horrible place…But they never did. They left her here…They didn't want her. She might as well have been dead.

Such thoughts brought tears to the young girl's eyes, but such tears weren't just that of loneliness and sorrow…They were also of anger and hatred. She cried and she cried, but her daddy just threw her away. He threw her away and never looked back. He abandoned her…She was not his daughter anymore. And in her eyes…He was not her father anymore. She had no father…She had no brother…She had no family. She had nothing…Nothing except this dark room. This was her world now…And she didn't want to be here. She wanted to leave…But no matter how hard she cried, she was stuck here…Trapped in what felt like an unending nightmare. Sometimes she would grow dazed and confused when 'it' began to manifest and she was assailed by horrible memories of her time in this very unfriendly place. However, whenever such horrors got too great for her to bear, she just kept reminding herself of who she was…Because that was something she never wanted to forget…That was something she never wanted somebody to take from her.

"My name is Wanda Maximoff…My name is Wanda Maximoff…My name is Wanda…Maximoff."

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It was late in the afternoon when an unmarked motorcade of cars pulled into the insane asylum which hopefully held the next recruit of Shadow Cell. Some of these cars contained fully armed GURSO soldiers while one contained Magnum, Scott, Jean, Vincent, and Dr. Essex. There was another that had the Colonel and the General, for they had chosen to ride separately this time…Mainly for security reasons. The center black car that contained the mutant kids of Shadow Cell and their mentors was surrounded by other cars containing GURSO soldiers. However, they were quickly becoming accustomed to such procedures…Even if it still left an uncomfortable feeling deep down.

When Dr. Essex, the Colonel, and the General stepped out, they were greeted with the dark, ominous shadow of the insane asylum that held the target in question. Magnum soon followed with Scott, Jean, and Vincent as they stood by their superiors obediently and took in the sight before them.

"Damn, why do all insane asylums look like something out of a Stephen King novel?" said the Colonel as he looked distastefully at the building before him.

"It's an insane asylum Colonel…What do you expect? Disneyland?" quipped Dr. Essex as he rolled his eyes at the Colonel's observations.

"Enough…" said the General, who seemed more serious about this situation than the other two men beside him, "Doctor…Are you sure this girl…This Wanda Maximoff is in there?"

"But of course General," assured Dr. Essex in a confident tone, "She has been in this same facility since age seven."

"Age seven?" said the Colonel, not seeing how a child could live in a place like this…Then again, Jean Grey seemed to manage, "How'd she end up here in the first place? Is she another orphan?"

"No Colonel…Her father simply threw her away," explained Dr. Essex as he held the young girl's file in his hand, "According to what I've read about her…It was because of her mutant abilities."

"Her father put her here?" said the Colonel, surprised that anybody would do that to a child, "Damn, she must have been unmanageable then. What makes you think she won't be just as troublesome to handle at Shadow Cell?"

"Because Colonel…We have something her father didn't…" explained Dr. Essex with a grin as they waited for the GURSO units to settle before they entered, "We have the bio-mutagenic accelerator. I also did a little background research…And I think the intensity of this girl's powers are simply too great to pass up."

"But will she be able to manage becoming a soldier?" asked the General.

"Oh don't worry about that General," assured Dr. Essex, "I have a feeling that with all the issues that some along with having your father throw you away like garbage…The girl in question will have all the motivation and drive she needs to become worthy of Shadow Cell."

"I guess we'll just have to wait and see," said the Colonel as he signaled the surrounding GURSO soldiers to stay back, but stay ready just in case, "But for something like this…Did you have to bring the runts with us?"

Scott, Jean, and Vincent clearly heard that comment, but they didn't flinch or respond in any way. They knew the Colonel wasn't exactly very fond of mutants…Them included. However, like the GURSO soldiers that constantly watched over their every move, they had grown somewhat used to such words from the ever suspicious Colonel as they kept their focus on the task at hand.

"They are going to meet their newest recruit Colonel," said Dr. Essex as they were now all poised to enter the facility, "They have a right to be here."

"Whatever…As long as they don't cause any trouble," said the Colonel as he shot the three kids a distasteful look.

"Just focus on the task at hand Colonel," said the General, wanting to get this over with, "Now come on…We have a new mutant to recruit."

And with that, the three men, Magnum, and the mutant kids made their way into the dark facility with the GURSO unit staying behind. Magnum stayed close to the kids, for she had been instructed by Dr. Essex to keep an eye on them while he and the two officers took care of business.

The three mutant kids that were now soldiers in training for Shadow Cell had eagerly agreed to go, if for anything to at least get a chance to get outside for something other than obstacle courses from boot camp. However, they didn't know they would be coming to a place like this…An insane asylum. Such a place was very disheartening for young Jean Grey…Who had spent plenty of time in a place like this herself before Dr. Essex and Shadow Cell freed her.

Jean tried to hide her fear and anxiety like she had learned to so effectively as a result of boot camp as she neared the entrance, but wave after wave of such panic did not go unnoticed by Scott, who was walking right beside her and could clearly sense her feelings. Scott had come to know Jean better than anybody over these past two years since that fateful day they first met in the insane asylum where Jean was taken out of to become a part of Shadow Cell. Over time, they had come to share a special bond…One that allowed them to truly read each other in a way nobody else could. And it was through this bond that Scott could sense her turmoil and responded by placing a comforting hand upon her shoulder as she began breathing in ragged breaths.

"Jean…Jean are you okay?" asked Scott in a concerned tone as he saw the expression on Jean's face turn to one of great discomfort.

This seemed to catch Vincent's attention as well as he too turned to see the look on his friend's face.

"Jean?" said Scott as he tightened his grip on her shoulder.

"I'll be fine…" she said abruptly, pushing aside her weary feelings and swallowing the lump in her throat that was forming as they neared the entrance, "I just…I don't like this place."

"I know…Neither do I," said Scott in a soothing tone, "Don't worry…It'll be okay. I know how hard it is."

Jean tried to respond, but the words wouldn't come out right as she found herself leaning in closer to Scott, if for anything…For something to hold onto.

"Don't worry Jean…We're here," assured Vincent, "And it's probably good that you come with us on something like this. Because if whoever this girl that Dr. Essex says we're going to recruit has lived in a place like this…She'll probably need all the help she can get. And who better to understand her than you?"

That helped calm Jean down a bit more as she managed to look back up with a more determined expression at her two friends. Her poise strengthened and she began to take deep breaths…Focusing on the girl they were here to help. And as they entered and Jean kept her cool, Scott removed his hand from her shoulder…However, she still didn't want to let him go, so she kept holding onto his hand…Taking comfort in having something to keep her strong.

Such actions did not go unnoticed by Magnum. However, she didn't say or do anything to stop the actions of her young pupils. Part of this was because of what Dr. Essex had secretly ordered about letting Scott and Jean interact together, but another part of it was her belief that the closer they got to one another, the more effectively they'll fight on the battlefield, for contrary to popular soldier dogma…Emotions could be a very powerful driving force when it came to combat.

Magnum and the three mutant kids stayed silent while following Dr. Essex and the two officers, going through numerous security checkpoints in the process as they neared the most secure section of the hospital where Wanda was being held. Along the way, they passed numerous other mentally ill people who seemed to be wandering around in a daze, harboring strange expressions upon their faces. Some were twitching sporadically and others were talking to people who weren't there. Jean picked up a few of these thoughts and tightened her grip on Scott's hand as they finally made their way to their final destination where a middle-aged doctor was waiting.

"Ah, you must be the gentlemen my secretary told me about," said the doctor as he extended his hand towards the three men in a welcoming gesture, "I'm Dr. Steven Ginsburg."

"Yes, please to meet you Doctor," said Dr. Essex in a friendly tone, "My name is Dr. Nathanial Essex and these are my two close associates."

"It's a pleasure to meet you," said Dr. Ginsburg, "So, what brings you folks here? I have to say we don't usually get impromptu visits like this. Usually we have to organize such meetings over the phone first."

"Yes, I'm aware of that," said Dr. Essex, putting his people skills to work once again, "However, given the situation here, I feel it would be best if we do this as quick as possible."

"Indeed," said Dr. Ginsburg, "Now…Who exactly is it that you are here to see?"

"A resident of your dwellings for the past five years…" answered Dr. Essex, wanting to cut right to the point, "A young girl by the name of Wanda Maximoff."

Dr. Ginsburg's face immediately paled…A reaction Dr. Essex was all too familiar with after being in a similar situation like this with Jean. It was almost humorous to him in a way because it seemed so predictable for someone who didn't truly understand just what he had in his presence. And because of this, Dr. Essex didn't flinch or falter in the slightest even as the weary man before looked back in shock, thinking they had to be mistaken.

"Wanda Maximoff?" said Dr. Ginsburg in a non-believing tone, "Doctor…I don't think you mean…"

"I know exactly what I mean…" quipped Dr. Essex before he could finish, "Your ears do not deceive you my friend…I clearly said Wanda Maximoff. And she is the one I'm here to see."

"Dr. Essex, I didn't mean any disrespect, but I really don't think you want to get involved with a case like this," he said, sounding as though this had been a nuisance for him for some time, "This girl is truly a bizarre case. She's a very disturbed little girl and anybody who worked with her will tell you that very strange things happen when they're around her. The girl flinches at the sight of her own shadow and is very traumatized emotionally. Her own father wants nothing to do with her…In fact, he's the one that threw her here in the first place."

"Yes Doctor, I know of young Wanda's plight," said Dr. Essex as he held up the folder containing her information, "I probably know even more than you do. I'm fully aware of the great 'anomalies' surrounding her case. And since neither you nor your staff seem to be very good at handling her…I think me and my associates can help you…"

As always, Dr. Essex used his charm and poise to sway the curious middle aged man who had been dealing with all the stress Wanda Maximoff had been causing him since he first arrived. And with the offer Dr. Essex had in mind, he had a feeling that he would be all too eager to get her off his hands.

However, while Dr. Essex was talking to Dr. Ginsburg, the curiosity of the three mutant kids began to grow as they saw the reaction in the middle-aged man when the name Wanda Maximoff was spoken. They were right outside the heavily reinforced door where the scared young girl that had been thrown away by her father currently sat huddled in a corner. All three of were eager to see just who would be their new teammate and the lingering mystery of how she came to be in such a horrible place hung strong in their young minds.

There were no windows into the room…Only a slit near the bottom that looked big enough for food trays to be passed through. This feature didn't go unnoticed by Vincent as his curiosity got the better of him and he found himself approaching the heavy door and kneeling down so that the slit was at eye level. Scott and Jean eagerly stood behind him, also feeling quite curious, although Jean was a bit more reluctant because being in a place like this brought back so many unpleasant memories for her.

While Scott worked to keep Jean calm, Vincent pressed onward as Dr. Essex and Dr. Ginsburg continued to talk and discuss young Wanda Maximoff. With an uncertain shakiness in his hand, Vincent found himself taking the sliding knob that opened the slit and slowly slid it to the right…Giving him a good, clear view into the dark room. And what he saw made him nearly freeze.

"Oh my God…" he said to himself as he took in the sight before him.

It was a tragic scene that Vincent knew all too well. A little girl that looked only a couple years younger than he did was huddled in a dark corner. He could clearly detect tears in her eyes and she sounded as though she was crying. The room was very ominous and Vincent somewhat cringed at the sight of somebody living in such a sad state of existence for years at a time. It was almost like a mirror to him…Reflecting upon himself the kind of dark things he had been through in his life.

His light blue eyes widened in amazement at this girl…Then, she suddenly turned towards the door and he got a full view of her face. Vincent's eyes widened in a strange sense of awe as he looked back at the young girl's face, for it seemed wrought with sorrow and loss. It was a look he knew all too well…Yet one he seldom saw on another person's face. And as he looked into the tear stained eyes of the young girl, Vincent Freeman felt as though something paralyzed his whole body…For he could not tear himself away from what he was looking at.

For young Wanda Maximoff, the sudden appearance of a set of eyes gazing at her had startled her…But upon seeing them for herself, she quickly determined that they were not the cold, dark eyes of a guard or doctor. No…These eyes were very different. They were an eerie shade of light blue the likes of which she had never seen before. And unlike so many other eyes she had seen in this dark place she was forced to call home…These eyes looked peaceful, warm, and non-threatening.

It was the first time in a long while she had seen someone and not been scared. Slowly, she got up from her huddled state and slowly made her way over to the door where the eerie blue eyes of Vincent Freeman stayed locked onto the visibly traumatized young girl. She went slow…Unsure whether or not this was even real and she was simply imagining what she was seeing as she so often did in the dark world she lived in. For Vincent, his heart rate went up the closer she got. Scott and Jean tried to get a look at what he was so fixated on, but the young man did not move in the slightest.

"Vincent…" said Scott as he tried to shake his friend out of his daze, "Vincent, what do you see?"

The young man didn't respond, for he had barely even heard what was spoken as he saw the young girl known as Wanda move closer and closer to the door. Jean could clearly sense a presence in the room, but she couldn't get a clear reading. She didn't know why it seemed to send Vincent into such a daze, but whatever it was…It seemed likely that he wasn't going to be broken out of it.

As Wanda got closer and closer to the door where the enchanting blue eyes remained fixated on her, she felt her legs start to shake somewhat. She wasn't sure why, but something about that gaze had caused the already weak muscles in her body to falter. Soon, it became too much for her as she found herself kneeling down to look closer into the penetrating eyes of Vincent Freeman. She didn't know what to say. It was as if she had forgotten how to talk. But from Vincent…He managed one word that nearly made her heart skip a beat.

"Hi…"

Wanda was within a few feet of the door upon hearing that word, when suddenly…The door swung open and Dr. Essex now stood in the doorway with Vincent, Scott, and Jean standing closely behind him, getting their first clear view of the young traumatized Wanda Maximoff. Immediately, she fell back and found herself scooting towards her bed in a fit of renewed fright. However, upon seeing this, Dr. Essex merely smiled at the sight of the young girl. She looked so fragile and hopeless on the outside…Yet from within, he could see that there was so much more just waiting to be tapped.

"Hello Wanda…It's nice to meet you," said Dr. Essex in a warm, welcoming tone as he allowed Scott, Jean, and Vincent to enter while Magnum, the Colonel, and the General stayed outside to take care of the paperwork that would officially make this girl a part of Shadow Cell.

Wanda looked terrified, but at the same time, she was curious since this was a man she had not seen before and the way he carried himself in terms of poise and demeanor was so different compared to the other cold doctors who often came into her room. And then there was the image of the three other kids that looked to be around her age if not a little older. They looked kind of imposing for kids, but they didn't look threatening to her as she saw the compassionate looks they gave her…Almost as if they knew what she was feeling. Dr. Essex saw the traumatized look on her face, but it only served to assure him that this was going to be every bit as easy as he had hoped. That ignorant fool of a father had tossed away this genetic prize like the evening garbage…And all he had to do was pick her up and she would be a part of both Shadow Cell and his master plans for the future.

"It's okay Wanda…You don't have to be scared. I'm here to help you and so are my friends. We're here to take you away from this heinous place…" he said as he saw a sudden look of intrigue appear on the young girl's face.

"Who…Who are you?" she said in an anxious tone.

Dr. Essex simply smiled as he knelt down before her and offered her a comforting gaze which seemed to seal the deal right then and there that this young girl was going to be one hell of a soldier.

"My name is Dr. Nathanial Essex. And I'm here with an offer…"

* * *

Naturally, it didn't take a lot of convincing to get Wanda to willingly agree to join Shadow Cell. After all, anything had to be better than that heinous asylum her father had thrown her in. The promise of gaining full control over the power that had caused her father to get rid of her so heartlessly and becoming strong was just too great an offer to pass up. And with her acceptance, the Shadow Cell officials handled her paperwork so that she would officially disappear just as Scott, Jean, and Vincent had. She was now a recruit of Shadow Cell…And her new life was set to begin.

Like Scott, Jean, and Vincent had been on their initial recruitment, Wanda Maximoff was very quiet on the ride back to Shadow Cell. She wore a power dampening necklace to keep her powers under control and she pretty much kept to herself the whole time. She sat next to Vincent and across from Scott and Jean in the unmarked car throughout the drive and from time to time, they would each assure her that everything was going to be okay and she was going to have a new life with Shadow Cell. They knew full well from personal experience that it was hard to comfort someone who had just come out of such a horrible place, but with looks and words of genuine compassion, young Wanda gradually began to ease in her fears as she felt a sense of comfort among these other lost souls.

Upon arriving back at Shadow Cell HQ, she was immediately prepped for the bio-mutagenic accelerator. The elaborate, somewhat scary procedures were a little overwhelming to the young girl, but Dr. Essex allowed Vincent, Scott, and Jean to remain present during the procedure in order to comfort and calm her.

When the process was finally underway, Wanda was effectively under the effects of the sedatives and barely conscious, but she could still make out the presence of the three other mutant kids that knew all too well the kind of feelings that came along with going though this machine.

"Dr. Essex…" said one of the female scientists sitting at the main computer terminal that operated the programs that ran the machine, "We're all set to go."

"Excellent," said Dr. Essex with a grin as he looked at young Wanda in the bio tube, "Begin the procedure."

With the input of a few commands and the coordinated instructions between other scientists, the hum of the machine filled the room as the tube filled with green liquid and began accelerating Wanda Maximoff's mutation to delta class levels. While Scott, Jean, and Vincent watched with some discomfort over seeing the pained looks on Wanda's face as the machine began putting her through the same process they all went through with equal discomfort, Dr. Essex stood alongside the Colonel and the General as they watched their newest recruit.

"So what powers can this little freak do?" said the Colonel as he watched with indifference at the pain upon the young girl's expression as her DNA was being restructured and enhanced.

"Oh she's quite the bombshell Colonel," said Dr. Essex as he watched on with fascination at the computer readouts of her mutation and genetic structure, "While I can't give you a complete scientific explanation, I have surmised that young Wanda's powers deal with the manipulation of probability."

"Probability?" said the General, thinking that was a new one on him, "How on Earth can she manipulate something like that?"

"Like I said General…I can't really give you an explanation for that," said Dr. Essex, "But I do know that it is quite intense. She can change the chance of a gun or bomb failing from a fraction of a percent to one hundred percent. She can also cast something I refer to as hex bolts that can cause a truly devastating burst of destruction from within on a molecular level. This gives her telekinetic-like powers over her environment, only through a different medium. She can make buildings collapse, exert powerful control over the structures around her, and paralyze anybody mutant or human that stands in her way."

"Sounds pretty powerful…" said the Colonel as Wanda began to let out pained groans that echoed through the lab area.

"Indeed she is Colonel…" said Dr. Essex with a triumphant grin, "And just think of how powerful she'll be once my machine gives her full control at her ability's maximum intensity. With powers like hers, I can see her doing well in the realms of demolition, sabotage, and overall destruction."

"So you're saying we should give her some explosive's training?" said the General, who was trying to focus on something other than the pained look on the young girls face as her body and mind was reconfigured into the more advanced form of a delta class mutant.

"Yes, I feel she'd do well in that field, I'm sure of it," said Dr. Essex with confidence as the process neared its climactic final moments, "By the time we're done with her…I think she'll be able to put together and disarm a nuclear bomb with a blindfold. She will be yet another integral part of Shadow Cell…And I can see that she is truly brimming with potential."

Neither of the officers argued with that as Wanda let out louder yells of pain through the bio-tube. Both Scott and Jean were starting to get anxious while Vincent seemed the most concerned. He knew they were only allowed to stand so close, but Vincent made sure that he was still in plain sight of her so she would have something to focus on.

"Oh God…I hated this part," cringed Jean, knowing the procedure was nearing its inevitable climax.

"Yeah…I know," said Scott as they firmly held onto each other's hands.

"Come on…Just a little bit longer," said Vincent, talking as though he was speaking directly to Wanda, "You can do it Wanda…You can do it. Just get past this part…And it will all be over."

Whether or not Wanda could hear him didn't matter to Vincent, for he just kept his eyes fixed on hers. From the tank, Wanda felt as though her entire body was on fire both inside and out. She felt as though her thoughts were beginning to delude into nothingness and she was falling apart on a cellular level…But Vincent's gaze remained strong on her and it gave her something to focus on.

Vincent's comforting blue eyes…The ones that had rendered her paralyzed when she first saw them…Was all she wanted to focus on now. It hurt to keep her eyes open in the liquid environment of the tube, but she didn't tear her gaze away from him. The eerie, light blue eyes that told a thousand tragic stories stayed fixated on the young girl that was currently in a world of pain as she put her hand on the class as if to reach out to Vincent. And although he didn't fully realize it, he found himself reaching out as well as he kept talking to her through her pain.

"That's it Wanda! You're doing it!" urged Vincent even though he wasn't sure if she could hear him, "Just a little bit longer. I know it hurts, but you're very strong…You can do it! Just hold on Wanda…Just hold on."

As Vincent's eyes locked with hers, Wanda let out one last pained yell as the final part of the process came and went. And when it was finally over, she passed out into a world of unconsciousness…Her last image being the light blue eyes of Vincent Freeman.

Upon the procedure's completion, the Shadow Cell doctors gave the unconscious girl a thorough examination to make sure she was okay. Like Scott, Jean, and Vincent, her powers had been greatly enhanced in terms of intensity and control, and along with the advanced cell structure, her body was improved physically as well. As was the case with the others, she was now an inch or so taller and the foundations for future muscle and body growth was clearly visible.

After the doctors gave her the thumbs up, the whole procedure was deemed a complete success and she was allowed to rest in the infirmary. Scott, Jean, and Vincent stayed with her at the request of Dr. Essex, knowing it would probably be beneficial for her to know and grow closer with her fellow teammates. With doctors coming and going, taking notes and recording data about her enhanced physiology, the three mutant kids stayed by her bedside. Nobody said much and Vincent seemed to be the one most lost in thought as he looked at the still form of the young girl lying in the bed before him. Scott and Jean weren't sure why, but they didn't say anything to him…For if there's one thing they had learned in being a part of Shadow Cell, it's when to keep their comments to themselves.

* * *

Then finally, a mere five hours after the procedure, Wanda Maximoff began to stir from her unconscious state. She felt as though every part of her body had a lead weight on it, but her mind was returning to a state of full awareness as she felt the presence of three people beside her. Her vision was still blurry, but as it cleared she got a full view of Vincent, Scott, and Jean.

"Ugh…" she groaned as she tried to sit up, but felt as though her body weighed a ton.

"Yeah…I felt that way too when I woke up as well," said Jean somewhat lightheartedly as she smiled slightly down at the young girl.

"We all did," said Scott as they all gave the traumatized young girl some space, "Don't try to sit up though…It'll all wear off soon enough."

"What…What happened?" said Wanda, rubbing her head somewhat at the pounding soreness she felt surging through her.

"You went through Dr. Essex's machine," explained Vincent, "And believe it or not, what you just went through made you stronger."

"Stronger?" said Wanda as she became more aware and grew more curious as to what was happening, "Stronger with what?"

"Stronger with everything…" explained Scott, "Now like us, you can control those powers that Dr. Essex told you about. You can use them to their fullest extent."

Wanda felt a lump form in her throat at the mention of her so called powers. Dr. Essex had explained them to her…At least as best he could to a young girl who had her childhood taken away the moment her father abandoned her in that insane asylum. She still didn't understand them and part of her didn't even want to understand them after so much pain they had caused her. These 'powers' had made her life a living hell and all she wanted to do was forget she had them.

Upon seeing this sudden shift in her demeanor, Wanda hugged her shoulders and fought back her tears as she turned away from the three mutant kids who had been so nice to her since she first saw them. This quickly concerned them, but given how much her life had changed in the span of a single day they could hardly blame her.

"Wanda…Wanda what's wrong?" asked Vincent as he reached forth and placed a gentle hand on her shoulder.

Wanda usually cringed at the slightest touch, but for some reason, she did no such thing upon feeling this boy lend her what comfort he could through gestures so simple, yet so meaningful to those who knew such pain.

"I don't want to use my powers…" she choked out, trying had not to break down in front of them, "I hate my powers…They curse me…They cause nothing but pain."

"Hey, hey…I know how you feel," said Scott, seeing that she was on the brink of tears as he moved in a bit closer to the distraught young girl lying in the bed, "I once thought that too…We all did at some point."

"Yes, but it's different now Wanda," said assured Vincent as he tightened his grip on her shoulder, letting her know that she didn't have to feel so much sorrow anymore now that she was here with them, "You're in a place where you can learn how to use your powers without pain."

"No…I don't want to," she sobbed, hugging herself tighter as she felt a sudden chill, "My powers they…They're what caused my daddy to…To get rid of me. I…I couldn't control them so…He threw me away into that horrible place. He…He didn't want me…He threw me away…He threw me away…"

Saying such painful words brought back a lot of unpleasant memories for the young girl as she began to weep into her pillow. The thought of using these cursed abilities that had done nothing but cause pain was very scary to her since they always led to trouble. She was afraid that once these people saw her abilities, they would throw her away just like her father did…And she would be locked up in that horrible asylum until the end of her days.

"My God…Your own father?" said Jean in disbelief.

"Yes…" managed Wanda in response on the brink of tears, "He abandoned me…He didn't want me…"

"Hey, it's okay Wanda…It's okay," said Vincent in a soothing tone, "We're not your father. We're here to help you. I know it hurts…Believe me. We all know how you feel."

"How can you possibly know?" scoffed Wanda bitterly, "How can you ever know what it's like to be thrown away into an insane asylum and be locked away like some animal?"

Jean cringed at her words, for they brought back quite a few memories for her that she'd rather forget. But at least now she could safely say she's not the only one who had to suffer in an asylum, thinking she was crazy.

"You'd be surprised…" said Jean in a low monotone as she took the hand of the traumatized girl into hers in a gesture of understanding.

Wanda was about to respond, but she was quickly cut off when she took in the hallow look on the redhead's face…A look she knew all too well.

"You…You mean?" she began, but stopped and let Jean fill in the blanks.

"Yes…" she answered in a low tone, "I was also in an insane asylum before Dr. Essex got me out. And believe me…I know how bad it feels. I was drugged, bound, and imprisoned in a room that pretty much became my whole world."

Jean's hardened mind kept her from getting too emotional about it, but the pain and anger she felt for having to live in such a horrible state of existence always lingered. While over the past two years she had learned to manage it, she knew it was all but impossible to ever forget it. Wanda could clearly see the look of pain that was so familiar to her as she took in what this seemingly hardened young girl had just revealed to her and even managed to give her hand a squeeze in return…Almost as if she was subconsciously thanking her.

"You see…You're not alone Wanda," said Scott, "We all come from unpleasant backgrounds. You were in an insane asylum and so was Jean. I had to live with a foster dad that used to beat the crap out of me on a regular basis until I ran away and was forced to live on the streets."

"And I had to spend the early years of my life living in a cage and being used for painful experiments that left pretty much everybody else dead except me," said Vincent in a deep, understanding tone, "Then I had to live on the streets for years until I found a home in an orphanage…Which later burned downed and killed everybody I cared about."

The revelation of such tragic stories did help alleviate young Wanda's tears, for they helped her feel as though she truly wasn't alone. It was the first time in many years she had felt such comfort and although her body was still weak from the process, her mind was now more at ease as she took in the compassionate looks of the three mutant kids. They truly were no stranger to pain and sorrow…That much she was certain of. But what made them different was their willingness to truly help her…To give her something to hang onto and something to live for. Looking back at their concerned faces, Wanda began to feel as though her spirit wasn't in pieces for once as they all offered her something not even her father could give her…Understanding.

"We all know how it is to feel broken mentally, physically, and spiritually on all levels Wanda…" said Vincent as he kept his hand on her shoulder and gazed into her pained eyes, "But that's why we're here…To pick up the pieces and rise above the past. I know it seems impossible now…But just take it one day at a time. You're alive and now you can truly gain control of your powers…That alone is something to be thankful for."

Coming from Vincent, that was quite a statement given how dark he had been since the destruction of the orphanage…But in the presence of someone who was truly in need of comfort and support, such feelings were set aside as saw the tears in Wanda's eyes began to fade, showing them all just how strong she truly was deep down.

"But…Why does it matter that I'm still alive?" she mused, still full of uncertainty, "My own father didn't love me. My entire life has revolved around rotting away in an asylum."

"Well we're not your father and that's not your life anymore Wanda," said Jean with a deep urging in her tone as she saw Wanda going through the same anxiety she had to go through when she first arrived at Shadow Cell, "You're a part of Shadow Cell now…You're one of us now."

"Yeah, here you'll learn to rise above the past," said Scott as he saw the look on the young girl's face gradually begin to push aside the sorrow and fight to regain that which her father had so heartlessly taken from her, "We've all been in your position Wanda…We know how hard it is. But you don't have to keep living in a world of sorrow anymore…Not while you're here with us."

Wanda felt their urgings push her in a way she hadn't been pushed before. For so long now, she had given into to hopelessness and sorrow…And going back on that was no easy task, for Scott, Jean, and Vincent could attest for that. But if this girl was now going to be a part of Shadow Cell, they would have to help her in the same way they helped each other get through each rigorous day. Being able to survive abandonment and imprisonment in an insane asylum was testament enough to her strength, and all they had to do was help her truly bring it out…For it would certainly make her one hell of a soldier.

"I just…I really don't know how I'm going to do this," she said, still full of lingering uncertainty.

"Don't think that Wanda…I think you've made it quite clear to the rest of us that you're definitely Shadow Cell material," said Vincent as Wanda once again became fixated on his alluring, light-blue eyes that had captivated her so much when she first saw them, "I know it's scary in many ways, but that's what we're here for. Part of being with Shadow Cell is looking out for one another…And you're one of us now. So no matter how hard the past is or how uncertain you feel about the future…You're never alone. I can help you…We can help you. All you have to do is let us. You won't be weak anymore because from this day onward…We'll help you become stronger…"

"Stronger…" she said, feeling as though she had just experienced her first hint of confidence in quite some time.

Looking back into the blue eyes of Vincent Freeman, Wanda felt a new sense of determination the likes of which she had never felt before. Her own father had thrown her away…He had taken everything from her. But now, for the first time since that fateful day, she felt as though she could truly get back that which she had lost. Now she honestly felt she could become strong, powerful, and driven in way she wouldn't have thought possible a mere couple of days ago.

Looking into Vincent's eyes gave her a strong feeling deep within…Many of which she had never felt before. Through him, she had first seen the window for which she could escape her old life and build a new one. And from there, she had ended up here…Left at a crossroad that was so open to so many possibilities. All she had to do was make a choice…Be strong and fight her past sorrow or be weak and let it consume her. And for the traumatized young girl, the choice was now clear.

"I want to be stronger…" she said, this time with a more definitive tone, "I want to learn…I want to fight…I want to be a part of this."

Upon hearing her choice, the three usually stoic kids actually managed to smile at their new friend as Vincent released his grip on her shoulder and took her hand…Giving her a warm, gentle feeling inside that helped make her feel so strong even after having lived through so many horrible things.

"Well then Wanda…" said Vincent as he took in the strong, determined look on her face, "All I can say now is…Welcome to Shadow Cell."

* * *

AN: Scott, Jean, Wanda, and Vincent are now a part of Shadow Cell and that leaves only one more recruit before the team is complete…X23. So that means all you X23 fans should sit tight and stay tuned to see how she comes into the picture in this very strange and very different world! You won't want to miss it! So what do you think so far? Are you interested in seeing where this story goes? Please tell me! Send me your feedback via email or post them on the fanfiction website. It doesn't matter which one you do, just as long as you REVIEW! Thanks for reading everybody and I wish you all the best!

HEY YOU! PLEASE REVIEW!


	10. Hydra Havoc

**Sinister Soldiers  
Chapter 10: Hydra Havoc**

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* * *

Time to keep on rolling! But before I get to the action, a quick word to my reviewers!

**Heartsyhawk: **Yes, I too am glad the review rumor wasn't true. I enjoy developing strong ties with my readers. It helps to inspire me with my work! As for the chapter, I'm glad you liked how I did Wanda in this universe. Her story is indeed a sad one, but that's part of what makes it worth telling. Unhappy or not, their backgrounds help make them who they are and they'll come into play as the story progresses. But unfortunately, the tragedy is not over yet! Just wait until X23 comes in! Her life isn't much better and thanks to Shadow Cell, things with her are going to be quite different! As always, I deeply appreciate your kind words and generous reviews! I can't tell you how much they meant to me! You rock my friend! Peace out!  
**Agent-G: **Don't worry my friend, I've taken note of the time lapse with the last few chapters and now I'm going to make a special note of just how much time has passed from now on! Eventually, this will catch up with the regular Evo timeline, but first…The team has to be completed! And X23 will be the final piece to the puzzle! I hope you like how I bring her in my friend! And I'm glad you like how I began the Vince/Wanda bit! You rock dude! Stay cool like you always do!  
**Diaz: **Trust me…Sinister is just getting warmed up! Wait until you see how he changes things down the line! As for the Professor, the X-men, and the Brotherhood, they won't come in till later, but they will play a major role! Thanks a ton for your review on this and "Hanging by a Moment!" I'm honored to have such a kind reviewer! Peace!  
**Xmengirlzrule: **Wow! I'm honored I managed to write something good enough to get you to review my friend! Thanks! As for your question about Sinister, read some of the earlier chapters a bit closer. You'll see a few clues…But rest assured, the truth shall be revealed in due time! Thanks again! Peace out!  
**Skin2skincontact: **Thanks for the double reviews my friend! I really appreciate it! This large world I'm creating with Shadow Cell is very ambitious and I'm honored that you seem to like it so much! I hope I continue to entice you with this tale! Thanks again for your kind feedback!  
**KaliAnn: **Yeah, I know Essex has kind of a dual face to him in this fic, but that's kind of what I was going for. Every other fic I read with Sinister shows him as just some psychotic, narrow minded scientist and I wanted to make him more complex than that. I want to actually show a side to him that few people think he's capable of having and as Dr. Essex, he can be more than just a sinister, evil man. And rest assured, there's still plenty more to come with him and the rest of the others! I hope you like it and thank you very much for all the reviews you've given me! Also, keep up the great work on "Rebirth!" Peace out!  
**KSimonT-X: **Glad you like how I brought Wanda in my friend! And I'm also glad to see that you liked the initial connection she formed with Vincent. That'll evolve as the story goes on, but for now there's still plenty left to unravel! X23 is about to make her entrance and the team is almost whole! The true impact of all these changes to this AU will become clearer in time, but rest assured you won't want to miss it! And if you haven't played Metal Gear Solid 3: Snake Eater…Then I can only encourage you to check it out my friend! That game inspired this fic and I hope you like how it evolves because this is a big universe and there's still plenty to come! Thanks as always for the kind review my friend! I appreciate all your kind support! Peace out!

Also, a special thanks to: **Howlerdrode, Quillian, X00001, GothikStrawberry, Mark C, LadyDeathStrike1, Jaguar, Summers Groupie, Amazing Redd Phoneix, Wen1, and Communist Penguin.**

Thanks again my wonderful readers! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks a ton everybody! Enjoy!

AN: This takes place 3 months after the last chapter. Scott and Jean are 12. Vincent and Wanda are 11. X23 is 8.

* * *

In the weeks and months that followed Wanda Maximoff's recruitment, Dr. Essex and his team of Shadow Cell staff went to work on helping her to use and control her powers to their fullest extent. While she was somewhat more difficult compared to training the others, the body/mind specialists at their disposal still managed to give the young girl more control than she probably ever would have gotten otherwise. Thanks her fully enhanced and integrated shadow class DNA, she had everything she needed now to manipulate her powers to their full, destructive potential…And destructive they most certainly were.

As Wanda learned more and more about the nature of her powers, they found that she could pretty much demolish or shatter any structure by using her hexing powers to affect the chosen target on a molecular level. She started small, but she quickly worked her way up to turning cars, tanks, trucks, and stone into scrap.

They also found that with her hexing powers, she could divert incoming projectiles away from her or a given area. They tested this fully by using live ammunition from guns, knives, and rocket propelled grenades and each time Wanda was able to divert them away while protecting herself from shrapnel when necessary. Along with training concerning her powers, the drill sergeants at Shadow Cell also put her through the intense, rigorous boot camp program that Scott, Jean, and Vincent had gone through. While this was somewhat more difficult for her compared to the others, the sheer determination she exhibited drove her through those difficulties with a force that made the officers very optimistic about her future performance in combat situations. Along with boot camp, Wanda was also given a crash course in something she seemed naturally attuned to…Explosives and demolition. Thanks to Magnum's tutelage in that area along with her rigorous CQC training, the young woman showed a natural aptitude for understanding the nature of destruction. She was already showing a lot of promise in this area along with all others, but this was just the beginning for her.

Such power and manipulation over her environment soon became on par with Jean Grey, who she was frequently assigned to work with on her powers given the similar, telekinetic-like nature of her abilities. And because of this, Jean and Wanda developed a pretty close bond that was almost like that of sisters to anybody who saw them. They both had suffered the horrors of spending their childhood in an insane asylum and they both found a common bond through having to learn how to control very intense powers.

Along with Jean, Wanda developed a close bond with her other fellow Shadow Cell recruits. Scott had been very nice to her in terms of giving her space and knowing when and when not to talk about certain issues, a trait that both Jean and Vincent didn't always exhibit. And given her animosity towards her father and his hatred of his old foster father that use to beat and abuse him so much, she found many common bonds with Scott Summers and grew quite comfortable around him and Jean. And then…There was Vincent.

While she was never very keen on emotions, she quickly found herself struggling to contend with some of the lingering affects that being abandoned and left to rot in an insane asylum had on her. Even though Scott and Jean were very empathetic towards this, she had come to find the most comfort with Vincent. Upon hearing about parts of his past, Wanda actually felt as though she met someone who honestly did have it worse in many ways than her. Hearing about how he watched his mother die and spent many years as some test animal for inhuman experiments was something Wanda couldn't imagine. Not only that, the world was cruel enough to allow him to find a place at the orphanage where he actually felt like he belonged…And then take it all away from him in the span of a single night. Vincent had been through some very rough times and Wanda found it remarkable that he was still such a kind, compassionate person. During those first few scary nights, he actually would stay with her through the night and give her someone to talk and listen to when nightmares and old feelings of sorrow and loss paralyzed her. At times, Wanda practically cried herself to sleep reliving those horrible days at the asylum and feeling so alone and abandoned, but Vincent was definitely no stranger to that and through this unique understanding, he and Wanda were particularly close.

Wanda's progress and interaction with her teammates certainly didn't go unnoticed by Dr. Essex. Seeing the sheer intensity of her powers and the destruction that they could bring, it made him very optimistic about her utility in battle situations. And seeing how she interacted with Vincent was even more surprising to him, for it was something he had not expected or anticipated. However, Dr. Essex clearly saw the sings as he had with Scott and Jean, and this new development was sure to become a factor with his future plans and was already eagerly working on how he would use her and Vincent along with Scott and Jean…And with each scenario he thought of, Dr. Nathanial Essex became more and more excited about the prospects of what these powerful mutant beings could offer.

* * *

After over three months since Wanda's recruitment, she was now working quite cohesively alongside the rest of the unit. She no longer needed to undergo a different schedule to catch up to Scott, Jean, and Vincent's levels so she was now working alongside them during their rigorous training. She had made a lot of quick progress because of her insatiable drive to forever distance herself from memories of her father and the insane asylum. Even though the initial training had been very rigorous because she needed to catch up to the others, she managed to fight through it in a fraction of the time many of the Shadow Cell officials predicted. Now she was working very efficiently with the others and such progress did wonders for Shadow Cell's growing influence. 

With the project becoming more of a success with each passing day, nobody was more enthused about this than Dr. Nathanial Essex as he now stood behind an observation post that looked into one of the main training rooms where Scott, Jean, Vincent, and Wanda learned to use, hone, and perfect the use of their powers along with their physical capabilities. Magnum was with them like always and was occasionally taking them off to the side to tell them something which Dr. Essex couldn't make out, but judging by the look on their faces they were words that seemed to push them even further as they began to wield their powers with increasing efficiency. It was quite impressive for mutants so young, but it only showed just how well planned Dr. Essex had been with this project, and it was quickly beginning to raise his status in both Washington and around Shadow Cell in general.

Now, as with yet another training session at hand, Dr. Essex watched as his four young recruits prepared. They were all doing some of the stretching exercises that Magnum and a few of the mind/body specialists had taught him…But that's not what caught his attention…What really got him interested was how they were interacting.

"Hey Jean…" said Scott, keeping his voice down as the looming GURSO soldiers kept their guard up.

"Yes Scott?" she replied, just as silently.

"Have you be able to sleep at all these past few days?" he asked, getting some rather tense feelings from her through their link.

"No…" she said with a sigh, "I don't think any of us has…"

"Tell me about it," said Wanda upon overhearing their conversation, "The nightmares just never seem to want to end…"

"Yeah…I know," said Jean empathetically as she looked over to the young woman who she had come to see almost like a sister, "Once thrown in an asylum…A part of you always stays there."

"Yeah…But do you think it'll ever go away?" she asked, although she kind of already knew the answer to that.

"I don't know…" answered Jean, honestly not knowing the answer to that one.

"Memories have a way of sticking with you…" said Vincent, who was preparing his young, yet strong body for yet another grueling test, "Believe me, I know."

"Yeah…But still," said Scott, "That doesn't mean we can't cope with them. It just never seems to get easier."

The four mutant kids were silent again as they kept their cool around the GURSO unit as they had quickly learned to do since arriving. But as they began to pair off, they continued to lend what support they could for each other…For their constant training often required every ounce of support they could muster.

'Hey Jean…' sent Scott through the psychic link he shared with the young girl he was now so close to.

'Yeah?' she sent in response, keeping with the stern appearance as was often required by their drill sergeants.

'I'll try to make it over tonight…I promise,' he told her, making sure each thought and feeling he sent her sounded sincere, 'I don't think either of us can keep this up without sleep…'

'I don't think so either…' said Jean in agreement, taking comfort in the warm feeling she got every time Scott spoke to her through their link, for it helped her draw the strength she needed to get through each grueling day, 'Thanks Scott…'

'Hey…Anytime Jean,' he sent, his lack of sleep now feeling less of an issue as he drew on their strength together for yet another training session.

However, as Scott and Jean prepared to make their entrance, Wanda lingered a bit. It had been three months since she arrived and she was only starting to really participate in the regular sessions with the others. Up until this point, she had just been playing catch-up…Now she was going to be working on par with the others, each of whom had a lot more experience than her. And while she had taken to her training with undue progress in the eyes of many, that didn't make it any easier for her when it came to taking it to the next level.

"Hey…" said Vincent, who stayed behind, seeing that something was troubling her, "You okay?"

"Yeah…" she said unconvincingly, "I'll manage. It's just…It's difficult now working with you guys on this level."

"Hey…You're doing great so far, Wanda," he assured her, placing a comforting hand upon her shoulder, which helped ease her tension, "Remember your last session with Magnum? You took down two guys twice your size without any powers…That alone shows how far you've come."

"I know, but…It's all just happening so fast," she said, once again feeling tense about everything that was now happening.

Vincent, however, wouldn't allow her to doubt herself. Already, she had shown him just how strong she was with how far she had come since that fateful day their eyes for met and it never ceased to amaze him every time he thought about it.

"Fast or not…It's something you've earned," said Vincent, "You should be proud…How many other kids your age could do what you did?"

"I don't know…" she said, feeling a little better at his words of encouragement, "The only one who comes to mind is a really strong, really tough…But really nice boy who probably could have done it in half the time."

Vincent, even though he wasn't one for showing much emotion, couldn't help but blush and smile…Although he had to quickly hide it before the GURSO unit found out.

"You're something else…You know that?" he said, flashing her a slight smirk.

"To be a part of Shadow Cell…I guess we have to be," she said as she made her way into the training room with Vincent following close by.

There was just so much about her that astonished him and she was one of the few who could relate to having such a hard life. Her along with Scott and Jean had become the only friends he could truly open up too…And with Wanda, that connection seemed somewhat stronger than either of them were able to process. Maybe it was because they were still so young…Maybe it was just because they were both desperate for something to hang onto. But neither of them wanted to lose such a feeling…Not when it gave them the strength they needed to make it through this hard life as growing soldiers of Shadow Cell.

Unknown to either of them, however, Dr. Essex was making a solid note of their actions…Almost smiling somewhat at what he saw, for it was truly something that spoke volumes to him. While he had planned for as such with Scott and Jean…Vincent and Wanda, however, was quite a shock. Nevertheless, it was but a bonus in his mind…For it would make things all the more interesting when his ultimate plans were put into action later on.

As the session began Dr. Essex started taking notes on a pad of paper while he watched his four proud recruits continue to show their skill. Scott was using his energy powers to unleash ruby red blasts upon targets at up to 100 feet away with pinpoint accuracy. The intensity of his blasts were also starting to show as they began to mangle increasingly strong targets, including a nearly two feet thick steel plate.

Jean was also training with her telekinesis as well, lifting up a series of one ton metal spheres, moving them in a specified order, and igniting them with her pyrokinesis. While she used to struggle with such tasks, she was beginning to accomplish such tasks with ever increasing ease as she rigorously honed her powers.

For Vincent, however, his tests were somewhat different compared to those of Scott and Jean. Most of his tests involved using his super strength and flight capabilities. The facility had large, piston-like steel apparatuses that he was forced to lift in order to keep from getting crushed. His weight yield was somewhat low at first, but he was quickly increasing that yield as he was pushed harder and harder with each session.

Wanda's powers also required a unique way of testing. For her, she was instructed to take several large 15 foot steel beams and use her hexing powers to bend them in a certain way and return them to their original shape. In addition, her reflexes on these powers were tested when she was forced to undergo live ammunition fire testing from GURSO soldiers armed with M-16s. While she was successfully able to deflect each projectile, she did get a little temperamental about it and hexed a couple of soldiers. This earned her some heavy scorn from the soldiers and from Magnum, but she was luckily able to keep it from getting too serious. However, Dr. Essex had to constantly make notes of Wanda's volatile temper, which seemed directly related to her powers. But he wasn't worried, for his body/mind specialists had already taught her so much on handling her abilities that he was confident that such incidents would become rare if not non-existent soon enough.

While making notes, the door behind him opened and the General and the Colonel stepped in. At first Dr. Essex didn't seem to notice them, for he was too engrossed in his notes. However, he had come to expect the impromptu visits from the two men since they held such a high status and power at Shadow Cell. And with the way things were going lately, he felt he had no reason to be worried.

"They're looking pretty good out there Doctor," commented the General as he watched the dazzling display of ruby red blasts, telekinetic manipulation, superhuman strength, and hex bolts.

"Indeed they are General," said Dr. Essex in full agreement as he made one last note before diverting his attention to the two men now standing beside them, "How was Washington?"

"Rainy and muggy," answered the General rather distastefully, "But I'm glad to say that the meeting came out in our favor for the most part."

"As I knew it would…" said Dr. Essex confidently, "What did they think of my report?"

"Needless to say, they were very impressed," said the General as he watched the mutant kids push themselves to their limits with each action they performed, "And trust me…That's not easily done."

"Well, I never like to go the easy way…It's no fun," grinned Dr. Essex jokingly.

"But there was something else that happened at that meeting Doctor…" said the Colonel, sounding much more serious, "And it's something that may affect us."

"And what might that be, Colonel?" asked Dr. Essex, not sounding at too concerned at all as he remained fixated on the four mutant kids.

"Hydra…" he said simply.

"Again? Don't those cock-suckers ever get tired of making a scene?" said Dr. Essex in a mildly annoyed tone.

"No, I'm afraid it was serious this time, Doctor," said the General, "It appears that Shadow Cell's presence has upset the balance of influence. All the officials and reports that record our progress has been very impressive to many of the higher ups since the get go. We've been operating at record levels of efficiency in terms of both accomplishment and money management. On the flip side, Hydra has been an ongoing disaster for many years…Soaking up a fairly sizable amount of resources with few returns. While this didn't use to be an issue for the higher ups, seeing our efficiency and management of what has already been widely agreed upon as a far more capable and versatile unit has led them to question their long standing contracts with Hydra."

"Oh I'm sure that made them happy," grinned Dr. Essex in response, finding it somewhat humorous that Shadow Cell was beginning to overlap Hydra after only a few years of existence.

"This is no laughing matter, Doctor," said the Colonel, sounding all the more serious since he had been there, "Some of our deliberations nearly turned into all out fist fights and the political situation is not looking good."

"For us or for Hydra?" asked Dr. Essex, never one to care a whole lot about politics.

"For both in some ways…For them in many others," said the Colonel, "It took Hydra 23 tries and many years to get a working specimen at a cost of millions. It took us only a fraction of the time and money to get four working specimens, each of which could potentially accomplish way more than theirs ever could at a fraction of the price. This lack of progress is finally starting to show now that they are no longer the biggest show in town."

"Can't stand the competition, can they?" said Dr. Essex with a light chuckle.

"This is no laughing matter, Doctor!" shot the Colonel in response, "Hydra is already plagued with corruption and unsavory characters that have replaced countless inefficient officials over the years. And now their costs have amounted so much that they're strating to skimp on their contracts. This is not helping their political situation and they are growing increasingly isolated. And because of this, they were given an ultimatum at the meeting…Either shape up, show some progress, and stay involved…Or their deals would be terminated."

"Sounds like good news for us…" commented Dr. Essex, "More funding is always a good thing for any project."

"But that's not the problem…" said the General, "The problem is that the higher ups now fear that because of this ultimatum and because of our presence, Hydra will go rogue and start working against the government…Possibly even deploying their research overseas to the highest bidder…Which could very well mean a few groups that aren't exactly friends to our country. And unfortunately there are quite a few unsavory places that would love to get their hands on a weapon like theirs."

"And keep in mind, if Hydra goes rogue…It could have permanent repercussions on our growing political base and delay Shadow Cells future development by a few years because of the chaos," said the Colonel, not sounding too happy about their current predicament.

Dr. Essex took a moment to think about this. He was no political analyst, but if this Hydra situation continued to devolve, it would delay his plans by an unacceptable margin. He was already making so much progress and every day was bringing him closer and closer to his ultimate dream. To have some rogue organization that couldn't handle the competition slow him down was not an option in his mind. And if he was to continue making such progress, he knew that they would certainly have to rectify this situation.

"Did they have any solutions in mind?" asked Dr. Essex, feeling he needed more information.

"Well…There aren't many options at this point," said the General somewhat disheartened, "Hydra didn't exactly accept the ultimatum and they are already in serious trouble for their rampant corruption, so I don't think political pressure will resolve this one."

"Yes, I even heard some quiet chatter among some of the higher ups that they may favor an all out…Termination of Hydra…By any means necessary," said the Colonel cryptically.

"Any means?" said Dr. Essex, growing all the more curious, "I assume some of those means include explosives."

"Among other things…" said the Colonel, "But the only thing we can be certain of is that it's going to get ugly. I hear SHIELD may already be making preparations."

"SHIELD?" questioned Dr. Essex, knowing that SHIELD was a dirty word for many of the people working at Shadow Cell, "They're really pulling out the big guns with this one."

"No kidding…And with all the hardware Hydra has at their disposal, it's sure to be a hell of a fight," said the General, "I know because Fury seemed pretty eager to get rid of them."

"So we're looking at a secret coup here since chances are Hydra will probably go rogue before succumbing to political pressure," concluded Dr. Essex.

"Yes, Hydra neither has the capability nor means to match what we've done…So there's no way they could meet the ultimatum anyhow," added the Colonel.

"Pity…I can't say that makes them very worthy opponents to our illustrious organization," said Dr. Essex with pride as he watched through the looking glass at his recruits setting up for another run of tests after just having finished two hours of the previous one.

"Worthy or not…This situation is bound to get ugly," said the Colonel, sounding much more concerned about it than Dr. Essex was letting on, "They only way to effectively neutralize them now is to eradicate them before they can plan too far ahead. This includes their facility, their equipment, and their specimen…Weapon X23."

"Sounds like it will be quite a party," said Dr. Essex, "When do you think they'll go forward with this…Task of theirs?"

"I don't know…" said the General as an exasperated look fell upon his face, "Knowing Hyrda, they're probably already preparing to pull out of their base…So the sooner the better."

"Yes…And officially, the military is already planning to hit them before it happens," said the Colonel, "But unofficially…I hear that SHIELD is already scheduled to lead an assault as early as tonight."

"Where did you hear that Colonel?" said the General curiously.

"You may think I'm overly paranoid General…But that doesn't always mean that it is a completely useless trait," said the Colonel with a somewhat sneaky tone, "I have a source and I also have ears…And if I were to go by my gut instinct, I would probably say that they would want to hit Hydra as soon as possible…And if they can do that with SHIELD, then they probably wouldn't hesitate."

"I guess there's nothing we can do to affect the outcome then…" said Dr. Essex, at a loss for ideas at the moment concerning this complicated situation.

"No…I don't see how it can be stopped," said the General, "Shadow Cell's presence has upset quite a few things and all we can do now is make the preparations to contend with the inevitable political repercussions."

"Well you'd probably be better at that then me General," said Dr. Essex respectfully as he continued to think about this situation, "I am but a man of science…My place is in the laboratory and not in Washington."

"Don't worry, Doctor," assured the General, "I've already started making a few arrangements, but be prepared to work around them. I don't want to see any lapse in progress with our recruits just because the competition had to mess things up."

"Neither do I General…" said Dr. Essex in agreement, "But I promise you that if you do your part, I'll be sure to do mine. And if there is anything I can do to help, please don't hesitate to ask."

"I'll keep that in mind, Doctor," said the General, "And believe me…I'm open to any new ideas for something like this. After all…Radical situations sometimes require radical action."

"Well said General," said Dr. Essex approvingly as he considered this approach, "I'll be sure to give it some thought. And if you can, leave a transcript of the meeting on my desk. Perhaps the information there will help me."

"Will do, Doctor," said the General as he and the Colonel turned to leave, "Just keep up the good work. We'll work through this…No way in hell is Shadow Cell going to be hindered by politics on my watch."

"I appreciate that General," said Dr. Essex as they all turned their attention back to their recruits as they kept running going over their rigorous routine, "It would be a shame if such a powerful team that could exact such great influence on the world was hindered by some rogue misfits who couldn't stand the competition."

"Well it's not going to happen," said the General as he and the Colonel turned to leave the room, "I'm going to sit down with some of the other officers and we're going to find a solution that will hopefully get us on par with all the politicians and keep things stable…Even if it takes us all night."

"And I'll be sure to help," said Dr. Essex as they both left to handle the daunting task at hand.

As soon as they were gone, Dr. Essex let out a deep sigh. Everything had been going so well in practically every facet of the project, but even this wouldn't be enough to contend with the sheer politics of their organization. As a scientist, he always loathed politics for standing in the way of scientific progress. They were always more complicated than they had to be and he had always tried to distance himself from them over the years. Unfortunately, such an ambitious project was only possible because of the deep pockets of the political elite. And while his mind was always defined by science, he knew he would have to at least try to think of a solution even if he felt there were far more important matters at hand.

As Scott, Jean, Vincent, and Wanda's session ended and they were given a brief moment to rest before heading back to the drill sergeants for another round of boot camp with the marine corps, Dr. Essex chose to return to his office and get this matter out of the way. Magnum seemed to notice his abrupt exit and as she left her students with the drill sergeants, she left in pursuit of him to see what was going on.

* * *

Upon entering his office, Dr. Essex found a few folders containing the transcripts of the meeting just as he had requested. Not looking forward to it, he wasted no time in getting started so he could at least get it out of the way as soon as possible. Time was such a precious commodity to him with this project, for he had been waiting a very long time to see it manifest. Everything was going better than he had planned and he was determined not to let anything threaten that. He may not have had a political mind like the General, but he sure as hell had an intellect and that's what he would go on as he read through the files.

For the most part, the data from the transcripts was fairly mundane. Much of it outlined the formalities of the meeting and only a few parts of the report really told him the kind of things he wanted to know. Once he found the useful bits of information he needed, he organized it into a pile of papers that he would compile in order to give him a full picture of the situation so he could more easily determine a solution.

This would take time…Too much time in his mind. He'd much rather be going over new mutant reports in order to search for another Shadow Cell recruit, but this took a far greater precedence in terms of importance. And as he read, he began to get an idea of just how complicated the problem was. Apparently, the head politicians that deal with both Hydra and Shadow Cell couldn't agree on what to do about upset balance between the two organizations. Shadow Cell was wiping the floor with Hydra in terms of progress, efficiency, and utility and if some of the words he was reading weren't misprints, they were not too happy about it.

However, despite Shadow Cell's success, Hydra still had many hardliners that sought to do something to keep their project alive while others wanted everything they had accomplished completely destroyed. This is where the main conflict seemed to be…This inability to agree on what to do now that Hydra was crumpling under the pressure that Shadow Cell was exerting. And if Hydra was eliminated via force, it would cause a great deal of animosity among key politicians and slow their progress by a great deal. There didn't seem to be an easy fix to the situation, for the hardliners still sought a Weapon X type program even though Dr. Essex's predictions about its inherent flaws were proving all too valid. It was unfortunate, for he knew that Hydra was doomed from the beginning for trying too recreate Weapon X…He just wished that it didn't affect his program so much.

With an exasperated sigh, Dr. Essex's eyes soon fell upon another piece of data that he had not looked over yet. However, this one seemed different. With a new hint of curiosity, he picked it up and his eyes widened at the sight of it…For it was a complete, detailed readout of Hydra's living weapon…X23. While he had scoffed at the possibility of a viable living weapon, he had to admit that this little girl had some impressive stats. She was only eight years old…Although her birth was not a normal one since she was grown in a bio tank. She had much of the same features as the original Weapon X such as advanced healing factor, heightened senses and advanced reflexes, and adamantium claws in that they had only recently put in. However, there were some differences. Because of this little girl's youth, her healing was somewhat more astute compared to her genetic equivalent. And along with the claws in her hands, she also had them in her feet as well. And unlike the original Weapon X, her entire skeleton had not gone through the adamantium bonding process. Dr. Essex suspected this was because they wanted her to grow a bit before they got around to it, but not having the skeleton would mean she was more nimble and quick.

Even though X23 was a product of Hydra, Dr. Essex had to admit she was still quite an impressive specimen. The readout said her training was based on rigorous treatment that was meant to destroy any sense of self she had, but many times this traumatized her and caused a few violent outbursts that cost quite a bit of money to clean up in more ways than one. Such deplorable treatment and such mundane training made Dr. Essex simply shake his head in pity at Hydra's outdated approach.

"When will these people learn?" he said to himself as he remained fixated on X23's information readout, "A human being can never truly become a machine."

As Dr. Essex looked at more data on X23, he found himself becoming more and more intrigued. This little girl's genetic makeup was a work of art in his eyes. Such advanced senses, powerful healing, and superhuman reflexes whose measurements according to the readout were unheard of even for Dr. Essex. She most certainly had a great deal of potential. There was no question that she could truly be a deadly force to be reckoned with if so much of her attributes weren't squandered. Then suddenly…Dr. Essex had a thought.

"So much potential…Such deadly skill," he mused as his mind began to race the more he looked at X23's readout, "It would be such a tragedy to destroy such a powerful specimen…"

Then…Looking back at the info on her stats, Dr. Essex began to wonder just how much such attributes would be enhanced if she were to go through the bio-mutagenic accelerator. Would these stats go up even more? Would it speed up her growth without having to wait for her body to grow into it? His machine had successfully accelerated Scott, Jean, Vincent, and Wanda's powers to the point where they didn't have to wait for them to age in order for them to fully manifest…And since they were still young, those powers were still growing. But what would happen if this little living weapon went through it? What would happen if she was actually trained in the right way instead of the old way that had already failed with the original Weapon X? As he continued to look at the data on young X23, a slow smile spread across his face…For he thought he just might have a solution to this little problem after all…One that would eliminate Hydra and complete Shadow Cell, establishing it as the dominate black project.

Just then, Magnum entered his office, yet Dr. Essex was still transfixed on what he was looking at and what he had just thought of. Knowing by the look on his face that something was up, Magnum was quick to inquire.

"Nathanial…What's going on?" she asked in her Russian accent, "I heard something happened back in Washington with the higher ups."

"You heard right Magnum…" said Dr. Essex as he stood up with X23's paper in hand, "We do indeed have a little situation…One that could possibly affect our progress and our future plans."

"What is it?" she asked with a grunt, thinking it could mean she had someone to kill, "How much would it delay us?"

"Don't worry Magnum…It is all under control," said Dr. Essex as he continued to smile with a sinister undertone as he approached the Russian born mercenary, "I have just thought of a solution…One that will destroy any and all competition and give us what I think will be our final recruit."

"A definitive blow to our enemies and our final recruit?" asked Magnum curiously, "What's the plan?"

Dr. Essex then showed her the paper of the girl he wanted as his last specimen for Shadow Cell. As soon as she saw it, Magnum grew quite curious, for it seemed that whatever this solution was, it evoked a great deal of excitement for the doctor.

"Get the recruits ready and get your guns ready Magnum…" said Dr. Essex ominously, "I'll need you to make this solution work…And trust me, you'll have quite a daunting task ahead of you."

"Daunting…" she said in her stoic tone as she gave the paper back to Dr. Essex, "Exactly the kind of assignment I'm best at…"

* * *

With Magnum already preparing for the assignment that Dr. Essex had laid out for her and Dr. Essex ready with the details, he made his way towards the main meeting room on the uppermost part of the Shadow Cell complex where the top officials along with himself and some of the scientists met to address issues pertaining to their project. Usually, meetings were scheduled every few weeks or so in order to hear of the progress that had been made. However, this critical situation had called for an emergency meeting…One that was already being seen as their most important thus far.

"How many times do I have to tell you people…Hydra won't negotiate!" shouted the Colonel as the meeting entered what seemed to be it's third hour, "Don't you think we've tried that with all the other times we've faced them in Washington?"

"But the fact remains that we both stand to lose something if we just sit back and do nothing while our political base is threatened and the project's progress is delayed," said another one of the officers who had been pushing for a more rational approach that didn't involve violence.

"Don't you think I know that!" spat the Colonel, his frustration with the lack of progress in the meeting clearly beginning to show.

"Easy Colonel…" coaxed the General, who was feeling a powerful headache setting in for him as he struggled to be the referee to this heated debate, "We can't let the insubordinance of another affect our performance as an organization."

"But like it or not sir…" said one of the female officers, "We are predicated on a political base that is already by nature unstable because of the secrecy."

"And we shall work around it," said the General in a determined tone, "I don't care if it takes us all night, but we are going to find a solution!"

Just then, Dr. Essex stormed into the room with a file in hand that he had been crafting for the better part of the last three hours. At first it startled all those present, but as soon as the General saw the look ominous look on his face, a sudden glimmer of hope came over him, for he knew that Dr. Essex wouldn't barge in on a meeting like this unless he had something important to say.

"Dr. Essex…" began the Colonel, but Dr. Essex didn't waste time as he tossed the folder on the table, the ominous grin on his face never waning in the slightest.

"Look no further for a solution ladies and gentlemen…For I have found one that should appease all sides," said Dr. Essex as he watched the Colonel eagerly grab the contents of the folder before anybody else.

"You have a solution?" said the General, open to pretty much anything at the moment given the lack of progress at this meeting.

"But of course General," said Dr. Essex confidently, "I wouldn't have said it if I didn't mean it. I may not know politics like you do, but I certainly know a thing or two about solving problems."

As the Colonel read through some of the contents of the folder, his eyes widened in shock. Others began to read and they seemed equally surprised at what these papers were implying, for it seemed like a rather radical approach to a very serious problem. Then again…This was Hydra they were dealing with and if anybody with an even a marginal level of experience in black projects knew that radical was one of their most defining qualities.

"Wait…Doctor, you're not suggesting that…" began the Colonel, but Dr. Essex was quick to cut him off.

"We go in while SHIELD is infiltrating the main Hydra facility and extract X23 before she is destroyed in the crossfire," said Dr. Essex, more or less summing up his plans, "We find her…We take her…And we make her a part of Shadow Cell…We make her our final recruit."

"Whoa, whoa…Slow down here, Doctor!" said one of the head scientist who was all too familiar with Weapon X and all projects relating to it, "You're not suggesting that we take a specimen from our enemy that they have most likely messed up in many immeasurable, irreparable ways and risk taking her into our hands, are you?"

"That's exactly what I'm suggesting…" said Dr. Essex definitively, "X23 is a powerful specimen with enormous potential both as a mutant and as a soldier. She has the reflexes, the power, and he base skills she learned as a child to make her a perfect addition to Shadow Cell. However, because her sense of self was repeatedly suppressed, much of her potential has been wasted. If we recruit her…We can give her a sense of self and a sense of being that will take that born and bred warrior within and turn her into a soldier in a class all her own."

"But she's emotionally unstable, Doctor," argued the scientist, "Believe me…That's the case with all Weapon X knockoffs."

"And we shall use that in the same way we did with our other four recruits," said Dr. Essex, not letting up in his enthusiasm for this plan, "Our specimens have all endured inhuman treatment and torture not at all that different from young X23. And if we can get them to overcome their emotional issues that once threatened to destroy them in every conceivable facet, then I'm certain we can do the same for X23."

"Well that's all well in good, Doctor. But we can't just go in with Nick Fury and a legion of SHIELD agents and ask them to let X23 live so we can take her when pretty much ever one of us is on Fury's watch-list," argued the Colonel.

"Colonel Nick Fury and the rest of his SHIELD goons don't have to know…" said Dr. Essex with an ominous grin.

Then, many of the officers present began to understand what he was getting at. A new look of enthusiasm fell upon the General's face as he considered the impact this would have.

"So we get X23 from under Fury's nose…Take her into Shadow Cell…And use the fruits of all of Hydra's labor to our benefit while also inheriting their resources?" said the General with the first hint of optimism in his tone in what seemed like weeks, "It's perfect…It would definitely satisfy the hardliners because it would mean they would still have a working Weapon X and it would make our supporters happy because it would complete our unit ahead of schedule and under budget."

"Exactly General…" said Dr. Essex with a grin, "There would be no instability among our political base since everybody would get what they want. It will make us the leading black project in the world and it will cement our presence in terms of both influence and power for many years to come."

It seemed like a total win situation for everybody as they considered what Dr. Essex was suggesting. It would not only establish them as a dominate power in Washington, but it would also accelerate the progress of Shadow Cell while also making a fool out of Nick Fury…Something many of the officers in the room wouldn't mind seeing.

"But…There's still one problem," said the Colonel as he saw everybody in the room look approvingly at Dr. Essex and the plan he had just proposed, "How in the hell are we going to extract X23 during an all out firefight between Hydra and SHIELD?"

"You need not worry about that Colonel, for I have already taken care of that," assured Dr. Essex, "I shall leave tonight to carry out this plan since it's likely that SHIELD will want to strike as soon as possible. By the time we're done…Hydra will be gone, X23 will be ours, and I'll make sure that Fury believes that he has succeeded in eliminating everything…When in reality, he had just given us a big push forward."

"I like it…" said the General, who had always had a distaste of Nick Fury, "Both our enemies fight to destroy each other while we sit back and reap the rewards."

"Indeed General…And all I need from you is the approval and I should be able to proceeded exactly as planned," said Dr. Essex, knowing from the look on the General's face that he was all too eager to see this plan come to fruition, "And all you have to do is let the higher ups know."

The General and the Colonel exchanged looks. They both knew this plan was their best bet to not only avoid Shadow Cell from being delayed…But to also move ahead of schedule while making a fool of Nick Fury in the process. As much of a critic as the Colonel was, he could not deny that this plan, if successful, would be the defining success that would make Shadow Cell a true force to be reckoned with. It was somewhat of a gamble, but the rewards far exceeded the risks and from the looks of it, Dr. Essex was already completely confident of the outcome.

"You've got it, Doctor…Make it happen," affirmed the General.

"Will do General," said Dr. Essex as he turned to make his leave, ready and eager to go forth with his plan, "Just leave it to me…"

"Thank you, Doctor. You never cease to amaze us," said the General, "But now…I think I have a few phone calls to make…"

* * *

AN: Well, things are looking complicated for young X23. She's about to make her debut in the Shadow Cell universe so stay tuned to see how she impacts everything in this very different universe. Dr. Essex has really done a lot to change things with a few key characters and the affects of such changes will show later on as I bring in more characters. So what do you think so far? X23's about to come in and I'd love to know your thoughts on this story so far as I bring yet another beloved X-men character into this universe! Send me your feedback via email or post them on the fanfiction website! Either was is fine as long as you REVIEW! Thanks a bunch for reading everybody and I wish you all the best!

REVIEWS ARE MY FUEL AND I NEED A REFILL!


	11. Extraction

**Sinister Soldiers  
Chapter 11: Extraction**

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Here we go! But before I get to the action, a quick word to my reviewers!

**Silverdash: **Thank you my friend for giving me the fuel I needed! Sorry to hear you've been sick, but it's good to see you're okay! And if you want action, this chapter has plenty! X23 is about to get pulled into Shadow Cell's grasp as well and you'll just have to see how she manages it. As for the rest of the X-men, they'll come in soon enough. Remember, this is AU, so it's going to be a bit different. I hope you like it and thanks again for all your wonderful support my friend! You rock! Peace out!  
**Heartsyhawk: **As always, it's an honor to hear from you my friend. I'm touched by your comments on how hard I've worked to ensure that things flow seamlessly with this. It's very difficult given that there are so many forces at work here and I can't tell you how much such comments mean to me. And now, X23's going to make her presence known in this universe and I hope you enjoy how I go about that as well! I've given a lot of thought to each event and this one is no exception! With her, Shadow Cell will be complete! As for a name, you'll just have to wait and see though. Trust me, I work hard not to leave any detail untouched! As always, I deeply appreciate your kind words. I can never express to you how important your support is to me and I can't thank you enough. I hope you continue to enjoy my work and thanks again my friend! You rock! Peace!  
**Summers Groupie: **Wow, I'm honored you think I'm so good at this! I can't tell you how much thought I've put into this story. It is by far my most ambitious fic to date. And trust me, there's still plenty of action left in this saga and I hope you continue to enjoy it my friend! Thanks for the review! Peace out!  
**Agent-G: **Yeah, I had a feeling you'd like that part. And I think it was necessary to show their growth together, but rest assured, they'll have plenty more to work on once X23 is recruited! And to answer your question, Scott and Jean have been with Shadow Cell for two and a half years, Vincent for six months, and Wanda for three months. As for the killing thing, don't worry, that issue will come up in a near future chapter! Until then, their training is simply breaking them down as is done with every soldier to build skill, loyalty, and trust. But before it can all come together…They need their final recruit! I hope you like it my friend! I really appreciate all your support and assistance on this! Stay cool like you always do and peace out!  
**KaliAnn: **Yeah, I like the name Sarah as well. However, the comics recently gave her a name…Laura. And for the most part, I want to follow the comics at least to some extent. X23 will have her own tribulations to work through, but she's got to break free of Hyrda first! Thanks as always for the review girl! Keep up the great work on "Rebirth" and I appreciate all your kind support!  
**KSimonT-X: **Wow…You call me a master? I'm touched! I can't tell you how much it means to me that you're so enthralled by my story! And if Dr. Essex's plans give you the chills now, just wait till you see what he has planned later on! You'll see how X23 learns and adapts to Shadow Cell, but first…She needs to break free from Hydra! I hope you like it and thanks again for your wonderfully kind words! You rock! Peace out!

Also, a special thanks to: **Quillian, Amazing Redd Phoenix, Howlerdrode, Jaguar, X00001, Scarlett, LadyDeathStrike1, Wen1, Gothik Strawberry, Mark C, Diaz F, and Aprun.**

Thanks again all you wonderful reviewers! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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In a small, confined room with white padded walls, a young girl looking no older than eight or nine years old was locked in like a caged animal. The room looked as though it had no entrances or exits…Giving off the feeling that there was no escape from this confined prison. However, despite this the young girl showed no signs of emotion on the surface. There were no tears in her eyes or sobs from within, for this was a place she had been forced to stay many times before…But that didn't make it any easier for her because this place was practically the living embodiment of all her nightmares. This is where reality itself seemed to blur and all her tortured memories and feelings manifested as if they were as real as the metal claws in her body.

She was stoic and emotionless…But she was not this way by choice. In her brief life, she never once got a chance to do something as simple as choose, feel, or experience anything else every other human being experiences. She was brought up by her creators to be sub-human…No will, no desire…Nothing. She didn't even have a real name like her creators did…All she had was a number. She was X23…A living, breathing weapon meant to do one thing and one thing only…Kill.

Outside the nightmarish prison that was X23's 'punishment cell' to the rest of the people who worked with her, a middle aged woman stood anxiously as she watched activity within the halls of the super secret Hydra complex reach a fevered level. Everybody was rushing around, moving equipment, and burning incriminating documents. Everything they had all worked for after so many years was falling apart around them. And for the woman who had created and headed the project that brought this young little girl known only as X23 into the world, it was a truly desperate time.

Dr. Deborah Riesman had been a part of the X23 project for nearly a decade. After 22 expensive, unsuccessful attempts to recreate the Weapon X project, she and her team at Hydra finally managed to make a successful specimen that had everything Dr. Cornelius had to work with all those years ago and then some. Through her own blood, sweat, and tears she created this beautiful little girl in the image of Weapon X…This girl that would later endure treatment meant to dehumanize her in every way, shape, and form. And while she knew this was a part of the plan from the beginning…Dr. Riesman truly had no idea how deeply it would affect her conscious with each day of rigorous torture that was inflicted upon her from her birth.

X23 was never meant to have emotions. She was meant to be a soulless, fearless killer that would never rebel, question, or have second thoughts of any kind. Every single sense of individuality that made a person who they were was stripped away, leaving nothing but a shell to mold and shape into the perfect killer that they all so sorely wanted. Hydra went to great lengths in order to accomplish this. They used physical, mental, and psychological methods to make her more machine than human while at the same time training her to kill. However, as with Weapon X, this did not go entirely as they had hoped.

X23 was already a killer even though she was only eight years old…But the rigorous torment she had to undergo every day of her life since she was born had taken its toll on her. Many times, she lost control of her anger and would rage uncontrollably in a berserk fury of torment and anguish for all the things she was not allowed to feel. This yielded many 'punishments' for her over the years…Punishments that Dr. Riesman was often forced to watch. Everything from beatings with rifle butts to the solitary confinement she was being subjected to now were means that Hydra used to make sure she would never feel any sense of self or individuality…But no matter how much they punished her, it didn't stop her from feeling it.

Seeing other children and families while witnessing the emotions people felt all around her brought out so many things that she didn't even have words for to describe. They taught her only what she needed to know in order to be a killer and emotions or individuality wasn't one of them in their eyes. She didn't even know what it was she was being used for. Was she just meant to kill? And if so, why? Why did they want her to kill? Why did they have to treat her so harshly if they just wanted her to kill?

Dr. Riesman was tempted to unlock the door and let her out before the chaos got any worse, but she knew that if she did, it would only mean more punishment for the little girl that she helped bring into this world of torture. The project had been created with huge hopes and now all those hopes were falling apart around them. All those hopes had been met with little progress that never lived up the expectations of their superiors and after so much time and money spent, they were finally turning on them. No matter how hard they tried or how much they pushed this little girl, they could never bring her to the level that their superiors wanted…And because Hydra made many deals in many high places, they ran serious risks of being seriously reprimanded for not delivering. And the fact that there were plenty of organizations like SHIELD out there that were just itching for an excuse to take them down didn't help their situation to say the least. In their line of work…Failure was dealt with harshly and severely. And where Dr. Cornelius had failed with the original Weapon X…They had failed as well and with the creation of new competition, Hydra could not stand the pressure and was now finally falling apart under the stain.

"Come on Deborah! We have to get a move on!" said Dr. Riesman's chief superior that had been overlooking the progress of the project since their last head was fired for corrupt dealings with private investors interested in exploiting their research.

"But…What about her?" she asked, still unwilling to leave the little girl she had created and allowed to be tortured so much over her brief life.

"Forget about her!" he said sternly as several armed Hydra guards passed them, looking as thought they were ready for all out war, "The project has been officially terminated! They gave us an ultimatum that they knew we couldn't meet, and that's pretty much Washington lingo for it's over!"

"But we worked so hard…We accomplished so much," argued Dr. Riesman, still not budging from her position right outside X23's punishment cell, "We can't just abandon her and let them kill her!"

"Deborah…Face it," said the angry man as he looked down with utter distain at the woman responsible for this young girl's creation, "This little bitch is the reason why Hydra is about to go up in flame! We poured countless resources into her…Resources that have cost our primary fundraisers millions and we haven't been able to give them anything in return other then some messed up hunk of flesh that we can't control!"

"But she's still our life's work!" said Deborah, yelling back with nearly equal frustration at their grim situation.

"And she failed, Deborah," said the stoic man in an ice cold tone, "She failed in becoming everything we wanted her to be. She failed in the same way the original Weapon X failed. Now all that's left is to leave her to the military where they'll probably dissect her in hopes of one day making another Weapon X…One that will probably fail every bit as miserably as this one."

Deborah Riesman didn't respond to those cold words even as she watched so much of what she worked so hard on fall apart around her. Everything she had worked so hard for and lost so much sleep over thinking about each and every night was all crumbling before her very eyes, but she stubbornly refused to accept it…Not wanting to give in to that which everyone else knew was already true.

"Come on Deborah…Hydra's officially dead. Forget about X23 and get the hell out of here while there's still time!" he said as he grabbed her arm, but she quickly shook free.

"No…I'm staying," she said sternly.

"Deborah…Don't be a fool! Are you really willing to die for a girl who has just destroyed you and your career?" he asked, growing all the more anxious with each second that ticked away towards inevitability.

"I'm not leaving her…She's my life's work," she said, intent on staying until the bitter end.

Time was running out…Hydra was about to go out with a bang. The older man that had developed such bitterness towards the little girl that had drained so many resources that he was almost glad that she was about to be annihilated along with the cursed project that had been the undoing of all those involved. However, Dr. Riesman, one of the chief architects and one of the most brilliant scientists Hydra ever had, was not willing to let it go.

"If you stay…You'll probably die with her," he said coldly as more armed Hydra guards passed them, "But, if that's what you want…So be it."

After that, the head of this doomed organization grabbed an assault rifle along with the rest of the Hydra guard units and prepared for battle…For they knew the end was near. X23 didn't know what was going on outside, for she was still trapped in this world that she had been forced into by the people of Hydra. In this room, so many of the painful memories of how she was brought up here flashed before her as vividly as they were when she first experienced them. All the training, conditioning, and torment she underwent played over in her mind…Reminding her that she was not a person…Just a weapon. And while she was trained not to have any emotions whatsoever…That didn't stop a slight tear from falling down her face as she sat motionlessly in a corner, unaware of the true turmoil that was going on outside this tortuous prison.

* * *

Outside the perimeter of the main Hydra facility right up against a high, chain-link fence, several dark, unmarked vans lay in wait for the coming storm that was looming over the area. Hydra was coming apart…SHIELD was on its way to make sure of it…But neither of them knew that they would be mere puppets in a ploy that was to work against the both of them while one party benefited completely.

Two of the vans contained fully armed GURSO soldiers, but in the main van, Dr. Essex was in the driver's seat and Magnum was right next to him brandishing her guns in preparation for the daunting task at hand. Behind them in the back, the four mutant recruits of Shadow Cell sat in wait for what they were told was going to be a moment of vital importance for them and the unit. While they were kept in the dark about many of the details, they did know that this involved a new recruit. And from what they were told about this new recruit's condition…They would most certainly have to be there in order to help their newest teammate.

"Are you ready Magnum?" said Dr. Essex, breaking the ominous silence that had been strictly maintained since their arrival.

"I'm always ready, Nathanial," she answered in a stoic tone as she did a final check of her prized 44 caliber magnum that she wielded with such unparalleled skill.

"Good…Now remember, you mustn't let anybody see you or leave any trace of your presence behind at the scene," he said even though Magnum still seemed focus on preparing herself for the task at hand, "We were lucky to get a layout of the facility thanks to the efforts of the General, so be sure to use all the data we have to your full advantage. X23 is your primary focus and if anybody gets in the way…Make sure they'll never reveal anything about our involvement."

"Don't worry comrade," she said confidently as she placed her trusty gun back in her holster and looked ready to go, "You of all people should know that I NEVER fail."

"Indeed I do Magnum…" he said with a grin as he checked his watch, "Now SHIELD will descend upon the facility at any moment now and once they do, you'll have a maximum window of ten minutes."

"I only need five," she said as she opened the doors and stepped out, "Just keep the van ready and leave everything to me. I'll have our last recruit…You can count on it."

"I most certainly will," answered Magnum, knowing the fireworks were about to start soon, "Godspeed my friend."

Then, without another word, Magnum shut the door and made her way up to the fence. Both Dr. Essex and the children of Shadow Cell watched as she performed an impressive acrobatic maneuver and flipped over the barbed wires on top and landed softly on the ground. They kept watching her until she was out of sight, leaving only the lights in the distance coming up from the vast Hydra facility that was brimming with so much frenzied activity.

"Watch carefully my children…" said Dr. Essex to the four mutant kids sitting quietly in the back, "A mission like this is but a mere taste for what you'll be doing in the future. You're all still young…But don't forget that every soldier comes of age sooner or later. And with this new recruit, you'll be a complete unit…So start preparing yourselves now. The time is fast approaching for each one of you…And once it comes, you'll be a lot more than a mere collection of soldiers…You'll be warriors of Shadow Cell."

Scott, Jean, Vincent, and Wanda stayed silent, but they took those words to heart as they waited eagerly for their last teammate. They only knew so much about her and they didn't know what to expect, but nevertheless…As teammates, they would help her in the way they had come to help each other. And hopefully, this fateful night would be the one that would forever complete them both as a unit and as a team.

* * *

As Magnum quickly made her way past the perimeter, she used her powerfully honed agility to avoid the sensor placements that riddled the ground. Even though it probably wouldn't have mattered if she tripped one given Hydra's current state, she did it anyway out of habit since this was still a stealth operation and secrecy was the top priority.

As the vast facility came into view, Magnum stuck to the shadows and stayed low as she observed the movements of the frantic Hydra guards that were scurrying throughout the area like a vast array of confused rats. It seemed as thought order had broken down and numerous officials were barking out orders, but few were really following them in the current confusion of the situation. Equipment, files, and drums of chemicals were being frantically loaded into large trucks, but it was done in a highly disorganized manner…Which would only make things easier for Magnum.

As she snuck up to the main rear of the facility were many of the trucks were being loaded up with equipment, she hid behind a series of creates and quietly made her way to the rear entrance. She stayed out of sight, but once the true chaos started, the clock would start ticking and it would be a race against time instead of a struggle to maintain stealth.

Checking her watch, Magnum knew there wasn't much time left before SHIELD would attack. She didn't have a transceiver on her or any kind of com-link since strict radio silence was crucial in order to keep this mission secret, so she had no way of being warned about a coming attack. However, this did not worry her in the slightest because in her mind, once all the Hydra guards were distracted by SHIELD, that would make her job much easier.

Then, as she was a mere couple of feet from the secure rear entrance, she heard a distinctive sound in the air over the loud noises of truck motors and incessant shouting. As her mind quickly processed what I was, a slow grin spread across her face…For she knew what it was.

'Perfect…' she thought as she whipped out her silver 44 caliber magnum with one hand and grabbed a large knife with another, 'Time for the chaos to being…'

Then suddenly…A huge explosion rocked the facility as several 500 pound bombs exploded around the area, destroying roads, paths, and other gates of escape…Boxing in all those present in the facility and sending off a wave of panic.

"THEY'RE HERE! SHIELD IS HERE!" yelled one of the main Hydra officers as soldiers scrambled to recover from the shock.

The power flickered and flames began to erupt from within the building. Out in the front, a fleet of advanced AH-72 Tomahawk attack helicopters…Aircraft that didn't even exist in the eyes of the public, appeared out of the night sky, breaking their stealth as wave after wave of SHIELD agents descended upon the ground and swarmed the facility head on, catching Hydra's soldier's by complete surprise. Nick Fury was in one of the helicopters and was barking orders to secure the area and cut off any and all routes of escape, but Hydra quickly began to fight back despite the shock and armed several M1-A1 Abrams tanks and manned a series of anti-aircraft guns.

The night sky was soon filled with the lights of the exploding ordinance, but SHIELD didn't let up in its assault as they quickly stormed the area, taking out guard after guard while igniting a path of destruction in their wake. Yet unknown to them or Nick Fury, they were doing Magnum a big favor as many of the guards that had been in the rear area were now storming towards the front in order to help with the fighting. Since the rugged terrain in the rear made an assault there unlikely, they seemed to negate their guard, giving Magnum he window she needed to do her job.

As the power flickered on and off once again, the mechanical sliding door at the rear was forced open by a group of armed Hydra soldiers as they stormed out and headed around the corner in the same direction where Magnum was hiding. Feeling as though she was ready to make her move, she jumped out of her hiding spot and fired five shots with blinding speed and skill, killing each of the five fully armed guards before they could even get a single round off.

With the door open, Magnum wasted no time and running in and heading deeper into the facility, but as she made it through the first round of halls, she was suddenly met with three armed Hydra guards, each equipped with illegal Eastern European made MP5s.

"Hey you! Stop!" yelled one of the guards.

However, those would be his last words as Magnum skillfully fired off three quick shots with near superhuman speed, sending them all falling to the ground. Other guards seemed to hear these shots and quickly made their way over towards Magnum's vicinity…However, she was ready for them as she took cover behind a corner and waited for them to get closer as she changed the clip in her gun.

"Over here! I think she went this way!" she heard one of them say.

Then, as they neared her corner, she sprang into action, using her advanced CQC skill to disarm the lead guard before he knew what hit him, put him in a choke hold, and use him as a human shield as she faced down six other fully armed soldiers.

"Wait! Don't shoot! Don't shoot!" choked the guard who was now in Magnum's death grip, but unknown to him…That was the worst possible thing that his comrades could have done.

Their hesitation was their undoing as Magnum wasted no time in getting off five perfectly aimed shots that downed each guard in the span of a few seconds. And once she was done with them, she used her knife to cut the throat of the man she had used as a human shield, letting the blood burst from his neck as she discarded the body off to the side and made her way back down the narrow corridors to her target.

The lights were continuing to flicker and the regular locking mechanisms that usually secured the doors were no longer working. This allowed Magnum to get through each security level with relative ease as she occasionally ducked behind a corner or in an empty room to avoid being seen by the guards as they rushed by, intent on getting out of this facility before it was turned into a big pile of rubble by SHIELD.

After making her way to the level five security area, Magnum encountered two more security guards, each of which she easily downed with two well fired bullets, but as the sound of her gun echoed through the hall, it reached the attention of Dr. Deborah Riesman, who was still at the door of X23's cell.

Dr. Riesman knew what was going on outside, but she had no idea that SHIELD soldiers would get this deep into the facility so fast. Hydra was on its last breath and she had known that for some time now as conflict and corruption tore apart the once proud organization. But for her and the project that she had dedicated so much of her life to, it was hard for her to let go. Since her creation, Dr. Riesman let X23 undergo dehumanizing treatment every day of her life. She watched the truly awful affect it had on her and she never said or did anything about it. Now in the twilight hour of Hydra's existence, her conscious was finally catching up to her as she waited for the inevitable…Praying for forgiveness for everything she had done.

Then, as Magnum showed up at the prison entrance that housed young X23, she was met with the sight of a distraught, desperate woman clinging to the door. Looking up at the imposing Russian woman, Dr. Riesman felt a new wave of fear overtake her as she backed up against the wall in a state of fear and hysteria as her life's work was coming apart all around her.

"Who are you!" she demanded, "Are you here to kill X23!"

"No…" said Magnum simply as she put her knife away and took out two guns, one of them being her beloved 44 magnum, "I'm here to rescue her from this corrupt, insane organization that has done nothing but use the gift of science to dehumanize."

"No!" she said in response with near insanity in her tone, "I won't let SHIELD take her! I won't let anybody else use her!"

"You used her…And you didn't feel too bad about that in all the years you've stripped from her all the things that make a person human," quipped Magnum stoically as she took a step closer with both her guns looking ominously ready to blow this woman away as they had done with everybody else that stood in her way, "Now, only as everything is coming apart all around you, your conscious finally catches up…And you think that because of this you can find some sort of repentance."

The look in Dr. Riesman's eyes became moist with tears of sorrow, for she could not deny what this mysterious woman was saying. As she watched her take a step closer, doing a few gun-slinging tricks to show her skill and add to her fear, her legs began to grow weak and all she had to support herself was the wall.

"Why do you want her? Why does SHIELD want her? They can't use her…Fury knows that," said Dr. Riesman, seeming as though she was on her last whim.

However, Magnum simply scoffed at the woman's words, for they meant nothing and she was merely trying to delay the inevitable.

"You're right…SHIELD can't use her," she said much to Dr. Riesman's surprise, "But who says I am an agent of SHIELD?"

"Then…Who are you!" she demanded angrily, sounding as though her sanity was pretty much gone at this point.

Magnum's stoic face did not flinch in the slightest as she pulled off one last impressive gun-slinging trick. Then, in the blink of an eye, Magnum used her secondary gun and shot two perfectly aimed bullets right into Dr. Deborah Riesman's chest. As she let out a pained scream and fell to the floor, she was quickly consumed by blood. Magnum had made sure that she hit her in a way that would keep her alive for a few minutes at the most, knowing that it was only fair that she suffer in a way similar to those who she inflicted suffering upon. Magnum may have been a stoic killer, but she still had a sense of justice when it came to instances like this.

As Magnum walked up to the dying woman before her as she lay flat on her back, bleeding and dying fast, she tried to say something. Blood was quickly filling her lungs and she was choking on her own bile…But still, she tried to speak one last thing before she gave into the darkness.

"X23…" she struggled as more of her body was soaked by blood, "I'm…Sorry…."

"No you're not…" said Magnum as she stood over the frightened woman as she looked to be on her last breath of life, "You only say that for you…Not for her. You say that because you are begging for forgiveness over what you have knowingly done to her. Well guess what? Everybody must pay for their sins sooner or later. And for someone like you…Someone who shuts out ever sense of remorse or humanity until she now faces the ultimate judgment in the next life…I do not feel an ounce of compassion for you…Instead, I pity you."

Dr. Riesman's eyes began to fill with tears of blood, knowing that everything she had done in her life was her fault and hers alone. She had sat by and watched as X23, a little girl she helped create, was tortured like an animal. And during all this time…Not once did she step in and stop it…Not once did she allow for any sort of compassion. And now she was about to die…She was about to leave this world after having done so much to corrupt it.

"Your final tears should not be one of fear, Doctor," said Magnum as the power flickered again, "They should be tears of sorrow…For you will need all the sympathy you can get for where you're going."

Then, with one final motion, Magnum pointed her silver 44 caliber magnum directly at the head of Dr. Deborah Riesman and pulled the trigger…Blowing a single, death dealing shot to her head and splattering it's contents all around the area…Ending her life once and for all.

With the final obstacle out of the way, Magnum put both her guns back into the holsters strewn throughout her body. The door before her had an electric locking mechanism to keep whoever was inside secure, but because of the failing power it had failed and with one hard kick from Magnum, the door was open and X23 awaited her.

As soon as Magnum entered the small, cramped white padded room, X23 was suddenly brought out of her weak state of mental musing and her animalistic rages quickly took over as she unsheathed her claws and lunged forth at the Russian born mercenary. With a roar that reminded Magnum of a raging grizzly, X23 attacked her with every bit of intent to kill her…But this was something she had anticipated based on what she had read about this girl and easily countered with CQC.

X23 tried a series of horizontal slashes with her adamantium claws, but each time Magnum easily blocked them with her forearm, swatting them away and countering each move she tried. Then, as she tried a few stabbing motions and vertical slashes, this made her vulnerable for just long enough for Magnum to grab her arms with her firm grip and put X23 in a hold.

"You shouldn't struggle little one…" she said, showing no real strain in her accented tone, "I'm not here to hurt you…"

However, the raging animal in X23 that Hydra had so ardently trained throughout the course of her life with torture and conditioning the likes of which no human being had ever been forced to go through broke free from that grip and went on the attack again. But this rage was uncoordinated, uncontrolled, and easily countered for a well trained fighter like Magnum. Her movements were very fast and her reflexes were beyond anything human…But she was still driven by too much rage and that made too many of her movements easy to predict and counter. She was only nine years old and her body was not as strong as the fully grown, fully trained woman before her that had pretty much every advantage over her with her size, weight, strength, focus, and skill. However, this didn't stop her from trying as she attempted a series of moves that started with a stabbing motion, but would end with a spin move and a kick. But as she tried this, Magnum's many years of experience was easily able to see and counter this as she veered off to the side of the stab, stopped her spin move by grabbing her forearm, and using her free hand to grab her leg as she tried to attack her with whatever free limbs she had. But knowing that time was of the essence, Magnum delivered a swift combo of her own in response and threw the young girl back into the padded room with her uncanny strength.

"Fighting is not going too get us anywhere…" she told her in a calm, collected tone, "I am not your enemy…The people who have tortured you are your enemies…And I am here to take you from them."

X23 was quick to get back up, but her words sent a wave of memories through her mind as she remembered all the torment that Hydra had made her go through. It made her saunter somewhat as she recalled so much pain that had taken away so much of her humanity, yet despite all this torment and conditioning…Her human side just couldn't be suppressed. Every time she was forced to see another family…Every time she saw the slightest hint of emotion in the eyes of those around her…It triggered the deep yearning that clearly existed within her as she tried to keep it from overpowering her, yet time and time again it proved to be something that she could not forget no matter how hard she tried.

"Who…Are you?" said the young girl in a tone wrought with a mixture of anger and inner turmoil as more explosions caused the complex to shake.

"I am one who can help give you that which Hydra has taken away," she said stoically as she took out one of her guns, "I am a part of an organization that takes individuals of great power such as yourself and refines them into a force that does not just kill…But makes a true difference in the world. Everything you've fought for now has been without reason or purpose…You simply do as you are programmed like a dog. But come with me…And I can help give you purpose…One that Hydra could never give you. I can teach you how to be strong…Not just physically like you clearly are…But mentally as I know you clearly aren't."

The mysterious woman's words caused X23 to freeze, for many of the concepts she was talking about were completely alien to her. Yet as she thought back to all the times she was beaten and used by Hydra for a purpose that had never been clear to her in the slightest, the human side within her that had been so desperately suppressed all this time began to take hold as a slight hint of tears formed in her eyes at the onset of so much confusion for the young girl that had been dehumanized for the better part of her life.

Magnum, however, seemed to pick up on this and walked over towards the young girl, unafraid of her retaliation as she presented to her a gesture that greatly shocked and surprised the young girl.

"Here…" she said, presenting the living weapon with one of her guns in a gesture of peace, "Take it…And if I let you have it, then you'll know that I am not your enemy and I am not here to hurt you."

X23 was definitely suspicious about this gesture as she looked at the small firearm being presented to her. Nobody had ever done something like this for her and such a situation was very overwhelming in many ways since Hydra was coming apart and her life had always centered around it. Yet her instincts knew that this was not something to be ignored as she slowly reached forth to take the gun. Part of her thought that at any moment, this woman would simply turn the gun on her and blow her away…Yet with each second that passed, that did not happen. The lights were still flickering, but this didn't seem to register for either of them as X23 finally reached forth and took the gun…Which Magnum let her have.

"You see…You can trust me little one," said Magnum as she let the young living weapon take in the gravity of the situation, "Just let me get you out of here and I can take you to a place where you can learn that which you have been denied. Come with me…And you can become something much more meaningful than a mere weapon of Hydra."

The word Hydra triggered so many burning feelings within the young girl as she looked down at the gun that Magnum had let her have. Such a gesture was not something an enemy did in a fight. Giving her a gun…One that she could simply blow her away with and end the fight…Was not the action of any mere combatant. No…This was something much more and X23's young mind struggled to ascertain it. However, she seemed to understand that what this woman was saying was sincere. She could hear it distinctively in her voice and smell it in her unique scent.

X23 had been denied so many things in life…Yet now, she was given an opportunity that she had never been given before…The opportunity to choose. Choice was not an attribute of a weapon…It was an attribute of a human being. It was an alien sensation to her since she had been forced to do everything in her life. Yet the chance to fight these painful memories…The chance to prove all those who had tried to dehumanize her wrong…It was something the young girl truly yearned for deep down.

"Now come…Time is of the essence," said Magnum as she extended her hand to the little eight year old girl that had been put through so much rigor in her short life, "Take my hand…Leave behind Hydra forever…And find a new purpose in life…One that you can truly be proud of."

The human part of her mind was taking hold as she did something she had never done before in her life…She made a choice. As she looked at the extended hand of the stoic Russian woman standing before her, the look in her eyes changed from that of conflict and turmoil, to that of raw determination and drive. It was something that Magnum couldn't help but grin inwardly at, for it showed that this little girl had truly awesome potential as a soldier and warrior of Shadow Cell.

Finally, X23 gave back her gun and willingly took her hand, not knowing where this first major choice of hers was going to lead, but fully determined to see it through. As Magnum gave the young girl an approving look, she held her hand and led her out of the white padded room for what she hoped would be the last time.

"You have made a wise choice X23…" she said as they walked past the corpse of Dr. Deborah Riesman, "Take one last look at this place…For you shall never see it again. Now come…We must hurry. Your new life awaits you…"

Back in the van with Dr. Essex and the four recruits of Shadow Cell, the firefight between SHIELD and Hydra was lighting up the night sky in the distance as they waited eagerly for Magnum to return. Knowing they were still on strict radio silence, there was no way of knowing her progress. However, they were all confident in Magnum's skill, for if anybody could break into a super secure government research complex in the middle of an all out melee that threatened to demolish the whole area around them, she could. Magnum wasn't one of the greatest mercenaries in the world for nothing and as Dr. Essex checked his watched to see how much more window they had left…Suddenly, Magnum came into view with X23 close by.

"There she is!" said Dr. Essex as he turned back towards the others, "Open the rear door! We have to move fast!"

Following those orders without question, Vincent and Wanda unlocked the rear door and opened them in preparation to receive X23. Scott and Jean were standing by with first aid in case she needed it, but as they all waited anxiously…The ominous noises of jets flying overhead echoed through the air. The proud facility that was once the hub of Hydra was in flames as fanatic officials were mowed down by SHIELD guards as trucks, crates, and entire sections of the building exploded with deafening bangs that became louder and louder in the distance.

As Magnum and X23 got up to the fence, X23 unsheathed her claws and tore a hole for the both of them to get through. Knowing the sound of jets in the air was the tell tale signs of a surgical bomb strike, it was clear that it was time for them to make their leave. Magnum led X23 to the rear of the van where Vincent and Wanda helped get her in as Dr. Essex started the motor and flashed his lights, signaling to the other cars that they had what they came for and were ready to make their quick getaway.

"Go Essex!" yelled Magnum as she jumped into the passenger seat, "Drive!"

Not wasting anytime, Dr. Essex slammed on the gas pedal and led the other vans away down a bumpy dirt path back towards the main roads. Then, just as they got out of sight under the thick cover of the trees, a deafening explosion lit up the area they had been overlooking as the Hydra complex exploded in a fireball.

"Cutting it a little close, aren't we Magnum?" commented Dr. Essex as they made their way down the rugged terrain.

"We still succeeded, did we not?" quipped the Russian mercenary, "Hydra is dead…We have X23. Everything went flawlessly. It is a key victory for Shadow Cell."

"Indeed it is…" said Dr. Essex with a grin as he looked back to see that Jean had helped the dazed X23 fall into a deep sleep with the help of her telepathy, "And now our team is complete. Everything we have worked for is going better than I ever could have hoped. Now we have what we need to make Shadow Cell a true masterpiece…For this is merely the end of one key phase and the beginning of another."

* * *

As the convoy made their way back towards the Shadow Cell base in the dead of night, strict radio silence was maintained until they got back, knowing it was always possible for the ever nosy forces of SHIELD to pick up on something. Once they got back, the main scientists had already prepared the bio-mutagenic accelerator for X23. She was still out cold thanks to Jean, but as soon as she was taken out of the van, Dr. Essex sedated her and ran her through his machine for her enhancements.

Scott, Jean, Vincent, and Wanda stayed with the unconscious little girl the whole time, getting to know as much about her as possible from Dr. Essex and Magnum. Needless to say, they were quite shocked when they heard about the inhumane upbringing she had been forced to endure. To grow up and have everything taken away was one thing, but to be born into a world where all hints of individuality and self were stripped away was something that not even the four mutant kids could fully comprehend. They had endured a harsh life, but X23 was in a league of her own with being trained and tortured like an animal. Hell, she didn't even have a name…Just a designation.

After learning as much as they could about the young girl, they watched as she was put through the bio-mutagenic accelerator. Because of her healing factor, it would take her a fraction of the time to recover compared to the others. And since her body and DNA were already very advanced thanks to Hydra's tampering, there wasn't much to modify so it was easier on her overall. They just needed to make her a shadow class mutant.

Her enhancements weren't as radical as the others, but Dr. Essex was enthusiastic about them. Most of her enhancements centered around her reflexes and reaction time, which was greatly advanced to a truly superhuman level for an eight year old girl. Her healing factor was also matured to the point where she had near instant regeneration capabilities…Which would certainly come in handy on the battlefield. In addition to this superhuman agility, her strength levels were also enhanced to a level far more advanced than any being of her stature, boarding on the line of Captain America levels…Although it was nowhere near that of Vincent or Scott when he was energized. But with all this in conjunction with her adamantium claws and superhuman senses, Dr. Essex was very optimistic about making her the final member of the Shadow Cell unit.

Once the process was done, Dr. Essex ordered X23's unconscious form to be taken to her new bedroom instead of a hospital room. Given how she had been treated by Hydra, he felt it would be best if they showed her that Shadow Cell was more humane and hospitable. In addition, her healing factor made any need for medical oversight unnecessary and the only thing they had to worry about now was getting her adjusted to such a dramatically different program compared to that which she was used to.

"I love it! This whole thing turned out better than I ever could have anticipated!" exclaimed the Colonel as he, the General, and Dr. Essex stood outside X23's door where she and the other four recruits currently resided.

"Indeed it has Colonel," said the General, also sounding quite pleased with how things were going for them, "Not only did we just stick it to Nick Fury, but we also took the only thing our competitors had against us. Now X23 fights with us and our unit is complete."

"Are you sure just five recruits is enough?" asked the Colonel.

"Trust me, Colonel…" said Dr. Essex confidently, "These five strapping young lads are plenty. They have all the qualities we need to make a good solid unit. Using any more would be unnecessary and more costly than it needs to be."

"Oh I don't think cost should be our concern anymore, Doctor," said the General with exuberant grin on his face, "I just got off the phone with the higher ups in Washington and they're all ecstatic that everything went exactly as planned. Now we have their full support even from the old Hydra hardliners since we managed to save the fruits of their labor. But the best part of all is that now we have officially obtained all their funding and it now supplements our own. So Shadow Cell is officially flushed with cash!"

"Yes, and don't forget all the military hardware Hydra had access to," said the Colonel, showing his uncharacteristic support for the success of the situation even though he had been a chief critic of it, "Now we have at our disposal a complete arsenal of advanced equipment from all over the country that we can use for future missions. It should make our jobs that much easier when the time comes."

"Indeed it shall, Colonel," said Dr. Essex in agreement, "This is truly a momentous day for Shadow Cell. We have officially beaten our competition. However, I'm afraid we cannot take time to stop and celebrate. Now that we have our full team, we must work even harder to turn them all from just a bunch of young superpowered kids…To a team of all out soldiers."

While Dr. Essex was discussing future plans to develop the team, inside X23's new room the four mutant recruits of Shadow Cell hovered curiously over their new teammate. She was still unconscious, but since she was now apart of the team, it was their job to make sure that she knew she was in a friendly place when she woke up. One of the things they had all learned about being in Shadow Cell was the importance of showing comradery both on and off the field of battle. And for X23, who never had any such comradery, it was vital in the eyes of Scott, Jean, Vincent, and Wanda to show her that which she had been denied.

"So how do you think she'll manage when she wakes up?" asked Wanda as they all stared curiously down at the eight year old girl that had once been trained to be a living weapon.

"Well she'll be confused…No doubt about that," said Jean confidently.

"Yeah…We all were at one point when we woke up," said Vincent in a deep tone as he looked down at the unconscious little girl, knowing all too well how it felt to be treated like an animal in a laboratory.

"All the more reason to make sure we're here when she wakes up," said Scott, "She's clearly been through a lot and Dr. Essex said she may need some separate mental conditioning off to the side of training in order to undo what Hydra did to her."

"I don't think something like that can ever be undone, Scott," commented Vincent, speaking directly from his personal experience.

"But then…How do we help her?" asked Wanda as she turned towards Vincent, clearly seeing the somewhat distraught look in his eyes.

Vincent was silent for a moment, for he had been contemplating that very issue ever since he first heard about her. After surviving the torture of the Prodigy Project, Vincent remembered how slow it had been for him to recover. But it was different then because he didn't have any friends or companions there for him to help him when he needed it. It was only after he was taken in by Father Michaels when he began to really recover, but it was still something he struggled with. In X23's case, she had suffered unparalleled, dehumanizing treatment and never had a soul to comfort her during all that time. Maybe in this instance, they could give her that which it took Vincent so long to find…But would it work for a girl who had been so dehumanized that she didn't even have a name?

Suddenly, the silence that had fallen over the room was broken when X23 began to stir from her unconscious state.

"Hey! She's waking up…" said Jean as she began to get a few projected thoughts from her mind, "Careful…She's still a bit confused."

As the others waited anxiously, young X23 felt as though her whole world was spinning. Her mind was fuzzy with confusion and her memories about what had happened were choppy at best. She didn't know if she was still in Hydra or someplace else. But either way, she wasn't in the white padded room and that was somewhat of a comforting feeling for her.

However, as she woke up…She felt something different about her surroundings. For one thing, the bed she was sleeping on wasn't hard and bumpy…It was actually soft and comfortable. The room she was in didn't feel confined or cramped and the air didn't reek of Hydra personnel. Instead, she was met with the scent of four distinct figures, but they smelled nothing like Hydra and didn't trigger her usual defensive response.

"Easy…You're safe now," said a female voice as her vision and hearing began to clear.

Then as she became more aware, she was met with the sight of an older girl with red hair, a boy of the same age beside her with brown hair, another boy with short dark hair, and a girl that with short black hair. Out of habit, she unsheathed her claws even though she was still somewhat out of it, but the figures were quick to respond peacefully.

"It's okay X23…We're not here to hurt you," said Scott as he kept the tone in his voice as non-threatening as possible.

Although X23 was never one to talk much, for the first time…She was allowed to be curious about something. It was clear that these kids were not Hydra, otherwise they would have reeked of their stench that she knew all too well. It was an unfamiliar experience in an unfamiliar setting for young X23…Which only exemplified just how much she didn't know and just how much she had to learn.

"Who…Who are you?" she said in a deep, emotionless tone, "And where am I?"

"We're your new teammates," answered Wanda, "And you're in your new room."

"My…Room?" said X23, since she had little concept of ownership.

"Yeah…This is your room," said Vincent, shifting his tone in order to make sure he spoke soothingly so as not to agitate her, "You're in your new home."

"New home?" she said, still feeling a bit unclear on what was going on, "What about Hydra? Where's Hydra? Won't they come to get me?"

"Don't worry about those assholes anymore," said Jean, "You're safe from them. Hydra is completely gone…They were all destroyed."

"Destroyed?" she said in a dazed tone as she withdrew her claws and rubbed her head, groaning in frustration over what was going on, "Then where am I? What do you want with me!"

"Easy, easy…" said Vincent as he saw a look of anger threaten and turmoil fall over the young girl's face, "We want to help you. Everybody here wants to help you."

"I don't need help…" she said sternly in response.

"Yeah…That's what we all thought too at one point," said Scott, watching as the young girl grew increasingly frustrated as the lingering affects of Hydra still hung strong upon her, "But you're here now. You're not with Hydra. You're not with those evil people who made you suffer and feel nothing but pain your whole life. They're gone now…And you don't have to keep living under the effects of what they did to you."

The look on X23's face shifted as she looked away from the four young mutants of Shadow Cell. Being reminded of all the things Hydra put her through was always harsh for her. The vivid memories of each rigorous test, trial, and punishment hung so strongly in her mind that it was almost as if she relived it every time she closed her eyes. Even though she was trained not to have emotions, such memories made her feel a great deal of pain and sorrow…Almost to the point where it brought tears to her eyes, but she always hid them…For showing weakness had always let to more punishment.

"Hey, come on…It'll be okay," said Wanda upon seeing the traumatized young girl turn away from them in a fit of emotional strain.

"How can it be okay!" she shouted at them, "You don't know me! You have no idea what they did to me! I…I don't even know the words to describe it because I was never allowed to! You don't know…You don't know…"

She was clearly becoming hysterical with everything that had happened to her, but as she began breathing in somewhat ragged gasps, she felt a warm hand upon her shoulder…One that didn't feel threatening or evoke a defensive response within her. For some reason, she found herself reaching up and taking that hand and turned to see that it belonged to Jean, who simply stood her ground along with the others to show that they were here to help her…They were not like Hydra and they wouldn't hurt her.

"Maybe we know better than you think…" said Jean, speaking in a lower tone, "You're right…We don't know you. But you don't know us either. You don't know what we've been through."

"How can anybody ever understand…" she said bitterly, "How can anybody ever know what it's like to…"

"Be thrown into a cage and get tortured every day of your life by some tall, scary guards who seem to take a perverse pleasure in watching you suffer?" said Vincent, finishing her sentence before she could even find the right words, causing young X23 to react with unabated shock, "Yeah…I know. Believe me, I know."

The dark, hollow look in the young man's eyes told no lies and X23 knew it. She knew that look all too well and as she looked around, she saw that same expression on the faces of all the others as well. To her, it was a confusing revelation…Finding out that there were other people who had suffered like her. Her whole world had been Hydra for so long…She had no idea that others like her even existed. Yet here she was…Sitting in their presence, unable to deny the emotions this was causing her deep down.

"We all have our tragic stories…" said Scott as X23 began to calm down from her earlier angered state, "But that's why we're here…To move past them…To rise above them. Here…We are taught not to be mere weapons…We are taught to be soldiers. We are individuals, yet we operate as a team…We feel, yet we don't fret."

"There's a whole new world for you to explore X23," said Jean, sensing that her mind was finally beginning to ease, "We once thought there was no hope out there either…But we all proved ourselves wrong and now we can work to take what we have been blessed with to truly make a difference in the world."

"Yeah…And now your one of us," said Wanda, feeling that if what this younger girl had shown her was any indication, then she was going to be one hell of a Shadow Cell soldier, "So from this point onward…Don't ever think that you're alone…Because now you have a new life…A new chance."

"A new life…" said X23, taking a moment to process the sheer magnitude of this moment.

"Yes…A new life," proclaimed Vincent, "You are now one of us…You are now a part of the team. It'll be a rough adjustment, but you won't have to go at it alone…Not now, not ever. Because from this point on…You are a member of Shadow Cell."

X23 may not have been all that experienced with feelings or emotions, but there was something about the words that these four new friends of hers that made her look at her world differently. And despite so many lingering uncertainties, she actually managed to smile somewhat. This simple gesture caused the others smiled back at her, triggering a mysterious warm feeling within the young girl that she didn't understand, yet took comfort in knowing that her future may not be so bleak after all.

* * *

AN: Well there you have it! Shadow Cell is officially complete! Scott, Jean, Vincent, Wanda, and X23 are now the ultimate team of mutant soldiers and they have a long road ahead of them. Stay tuned to see just what kind of soldiers these five mutant recruits turn out to be as they live, learn, and grow together along with Shadow Cell! The team is formed…And soon the true impact of this dramatic change in the X-men Evolution universe will come into perspective. But until then, don't forget to REVIEW with each chapter! Send your feedback to me via email or post it on the fanfiction website! I hope you all have enjoyed this story thus far because there is plenty more to come! Thanks for readying everybody and I wish you all the best!

SHADOW CELL IS NOW WHOLE! CELEBRATE IT'S COMPLETION BY REVIEWING!


	12. Days In The Life Of The Lost

**Sinister Soldiers  
Chapter 12: Days In The Lives Of The Lost**

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Man, the reviews are tapering for some reason! Nevertheless, here's a quick word to those who took the time to review!

**Agent-G: **I don't know if I'll be able to show Hydra again later on in the story, but I will be sure to mention that they're not completely gone. And I know what happened to Deborah was cruel…But then again, that's Magnum for you. As for the name thing, I don't know if that'll be possible. She'll have one down the line…But for now, I think it's best if I stick with X23 for now. That could change though! Thanks as always for your review my friend! You know I always appreciate it! You rock dude! Peace out!  
**GothikStrawberry: **Yeah, I think that scene with Magnum and X23 was really significant. Kind of an unspoken sign between two born killers. Glad you liked it! As for how they function as a team, this chapter and the next chapter shall give you a little insight with that! Thanks for the review my friend! I appreciate it! Peace out!  
**Mark C: **Yeah, this really was my chance to show Magnum in her true glory. I didn't have much time to do that with "Extermination" so I'm glad I got a chance to do that here! Her part in this story is much bigger and you'll see just how big it is in future chapters! Thanks as always for the kind review my friend! They're such a joy to read!  
**Silverdash: **Well to be fair, they're all still kids and even with their training, I hardly think they're ready for combat. Besides, it would be a bit overwhelming to them and they're still learning. However, fear not! You'll see them in action soon enough! Thanks for the review my friend! Your feedback is always appreciated!  
**Howlerdrode: **Whew, I'm glad I was able to keep your interest my friend! It would have been a shame to lose such a kind reader! I'm honored you thought the last chapter was the best! There's still plenty more to come and I hope I can continue to hold your interest with what I have planned! Thanks again! Peace out!  
**Heartsyhawk: **Yeah, X23's life is no picnic. It's a real shame what she had to go through and I didn't want to sugarcoat it in the least. She's got it rough, yes…But don't worry…She'll find her way! Just you wait and see! And you're right not to trust Sinister, but you'll see just how much so later on in the story! He's a bit different here than he was in my other fics, so be prepared to expect the unexpected my friend! You know how I love to use twists and turns in the plots of my stories! Thanks as always for the super kind review! I can't tell you how much they mean to me! You rock! Peace!  
**Communist Penguin: **Thanks for the nice words my friend! But in regards to how this will affect the Evo universe, you'll see soon enough! The X-men and Brotherhood are definitely different this time around and I'll get to them soon enough…But for now, Shadow Cell is starting to blossom and you'll see just how strong they are in the coming chapters! Thanks again for the review! Peace out!

Also, a special thanks to: **Amazing Redd Phoenix, Quillian, Jaguar, X00001, LadyDeathStrike1, Wen1, and KaliAnn.**

Don't let the reviews die down! Keep em coming! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

AN: This takes place a day after the last chapter.

* * *

"UP! UP! UP! YOU LITTLE MAGGOTS!" yelled the Shadow Cell Marine drill sergeant, abruptly waking Scott Summers, Jean Grey, Vincent Freeman, and the recently newly X23 from their light slumber.

Loud buzzers sounded, helping to quickly stir them all out of bed after having only been allowed a mere three hours of sleep. Instinctively, young Scott, Jean, Vincent, and Wanda were quick to stand tall and firm before their superiors as GURSO soldiers entered their rooms, their high powered weapons fully armed and ready to blow them away while the high ranking officers entered to give them their morning inspection.

X23, however, didn't react so well, for she was still new and still used to Hydra, so when they entered, she instinctively unsheathed her claws and prepared to pounce upon the intruders.

"Erraaahhhhhh!" she roared as she jumped the nearest GURSO soldier.

"Not so fast girly!" grunted one of the soldiers as he used the butt of his high tech, metallic rifle to hit her in the head and sending her falling to the ground.

She was about to respond, but luckily Magnum was there to stop her…For she had a feeling her presence would be needed to get the former living weapon up and ready since she would probably still have her Hydra mentality drilled into her from the years of 'conditioning' she endured.

"Easy there X23…" she told her, abruptly grabbing her shoulders and stopping her in mid stride.

Her breathing was still irregular and her mind was still brimming with the instinctual rage and defensiveness she had been taught since birth. However, slowly but surely, she managed to calm herself thanks to Magnum's presence.

"It's okay little one…" said Magnum, seeing a hint of sorrow on her face, "This is but your first day…You cannot expect to overcome everything so soon. Even a thousand mile journey begins with the first step…"

X23 then managed to withdraw her claws, collecting her thoughts as she now stood before the imposing woman that had saved her from Hydra.

"Good…Now stand up straight before your superiors," she ordered, "You are no longer a mere weapon…You are a soldier! And soldiers stand tall, proud, and firm in every order they are given! They address each and every officer and comrade with respect! Because if you want to be human…You have to learn to respect them! And I will keep telling you that until you remember it! Is that clear?"

"Yes…" said X23, shaking off the blow to the head and forcing herself to stand up tall and firm as she had ordered.

"Bullshit! Say it not as a machine! Say it as a soldier!" shot Magnum in response.

"YES!" she shouted back, actually putting something into her words for the first time in her memory.

"Good…" said Magnum, giving her an approving smile, which seemed to speak volumes to the young girl, "Now come…It's time you begin your training."

* * *

Upon being escorted out of her room with plenty of GURSO soldiers on her heals, X23 met up with Scott, Jean, Vincent, and Wanda, all of whom were walking along in close sync, each one of their moves carefully scrutinized by the surrounding guards. Not saying a word, she walked with them, simply following them down the vast halls of the elaborate, high tech facility which any normal human would have mistaken for something out of a sci-fi movie.

"Let me guess…Rifle butt to the head?" whispered Wanda under her breath to X23, seeing a slight mark on her forehead, which was already quickly disappearing because of her healing factor.

"How…How did you know?" she asked quietly, surprised that she had noticed it.

"Same thing happen to me on my first day…" she told her, the memory still fresh in her head as she looked back on it, "They stormed my room and my powers accidentally flared up…Earning me a bruise that lasted pretty much the rest of the day."

X23 was silent upon hearing that, her feelings about this strange new place still mixed. The others seemed to sense this in her demeanor, for it was an easily recognizable sight for them, given how they had all felt things like that at one point. And since she was now part of the family…It was up to them to be there for her.

"Don't worry X…It'll get better," assured Jean, "After a while…You get used to it. Just give it a chance. We'll help you…I promise."

Young X23 didn't know how to respond since human interaction was never her strong point. So for the most part, she just stayed silent. She would have to learn the basics all in due time…But for now, she would follow Magnum's advice and take it one step at a time.

* * *

As always, the mutant soldiers of Shadow Cell reported to one of the many labs of the base where they all went through their morning physicals. Dr. Essex was there waiting for them along with dozens of other scientists, all of whom were walking about, carrying out their specified tasks. Activity rarely waned in Shadow Cell and the five young mutants often found themselves at the center of it and this morning was no exception.

Ever since their first day at Shadow Cell, the young recruits went through physicals which usually included such things as drawing blood, testing reflexes, and EKGs to monitor internal function. This was done for many reasons, but it was mostly to track their stats as they grew while maintaining a strict level of scrutiny concerning their mutation.

Being surrounded by so many scientists and doctors was an odd feeling at first, but for the most part, it was something they got used to. However, for X23…It was a lot more trying since she had been surrounded by such people her whole life and had developed a rather harsh distaste for them over the years. Again, the others were forced to keep her calm, sticking close to her and lending what support they could.

"Easy X…" said Scott as they all sat up on an examining table to draw blood, "This is all standard…Nothing to worry about."

That didn't help much as her breathing became irregular once again, forcing Vincent step in since he went through the same thing when he first arrived as well.

"Hey…It's okay," he told her in an understanding tone, "I know how you feel…Believe me, I know."

X23 took a moment to look the former Prodigy Project specimen in the eyes…Taking in his haunting blue eyes that told so many tragic stories. As the scientists surrounded her, she found herself focusing on those eyes, trying to just get through this one test…But it was still hard because of many of those old feelings from Hydra just wouldn't leave her. Scott, Jean, and Wanda cast a worried glance towards her while some of the doctors drew some blood and got their vitals. However, Vincent felt that this was something only he could help her with…For he probably knew what she was feeling better than anybody there.

"Here…Take my hand," he told her, "I promise you, it'll be okay…"

Not arguing the matter, X23 found herself firmly grasping Vincent Freeman's hand as she closed her eyes and let the doctors get her vitals. And since a few of the doctors were still weary of her, Dr. Essex took it upon himself to be the first to handle such a task…But from what he could see and sense, young X23 was handling it quite well. There was still plenty she would have to overcome if she was going to become less Hydra and more Shadow Cell…But such things could not happen overnight.

X23 maintained a firm grip on Vincent's hand the whole time, which helped to steady her breathing and kept her from losing control of herself as she often did when she faced things like this with Hydra. But thanks to his actions…It was over fast and she could breathe a sigh of relief.

"See…It's no so bad," he told her, "It's over now. The first one is always the hardest."

It was her first major obstacle…And she had overcome it. It wasn't much, but it was a good way to start. And with this in mind, young X23 could only think of one thing to say.

"Thank you…"

"Anytime," said Vincent, actually managing a smile, which was rare for him or any of them for that matter.

Then, as she finally let go of his hand, Vincent took a moment to crack his knuckles a bit…Earning him somewhat of a humored glance from Scott, Jean, and Wanda.

"What's the matter Vince?" asked Wanda with a slight grin, "I thought you were invulnerable?"

"I am…" he said as he looked at his hand and flexed his fingers a bit, "She's just got a firm grip for someone her age."

"Hey…I think that's a good sign," made Scott, who could clearly see the signs of a good soldier in this young girl who had been created and conditioned to be a living weapon, "And complications aside…I think she'll fit right in."

* * *

After their physicals, the five mutant recruits were allowed a brief moment for a quick meal. They were led by a platoon of GURSO soldiers down to a small cafeteria where they were served a specially formulated type of oatmeal-like soup that Dr. Essex had concocted himself. It was packed with a vast yet carefully measured amount of nutrients that was specially formulated to keep them in peak health while giving their bodies everything necessary to grow stronger. In addition, they were also fed some pills and multivitamins, which weren't that different from over the counter type supplements, but specially tailored to their unique physiology.

Once they got their food, they were allowed to sit together at a designated table, which was always in the sights of at least half a dozen GURSO soldiers at all times, but despite this, they were allowed to converse. It was one of the rare times they were actually allowed to talk without being yelled at or reprimanded by their superiors. During these moments, they would often talk about some of the hard challenges they had faced in their training, give each other advice, lend each other support, or sometimes just tell stories simply to ease their minds and allow them to think about something else.

However, X23 wasn't much of a talker, so at first she listened while merely picking at her food, noting certain things about each of her new comrades. But since she was new and still struggling with this new life, Scott, Jean, Vincent, and Wanda took it upon themselves to at least try and help her ease into things, explaining this and that to her along the way.

"Hey, aren't you hungry?" asked Scott, seeing that X23 hadn't eaten much of her food.

"Not really…" she answered in a somewhat mechanical tone.

"Well you should still try and eat," said Wanda, "We don't get a lot of time for meals here and this stuff isn't so bad."

"Yeah, I've definitely had worse," said Vincent, still seeing this stuff as a major step up from the gruel he was served in Prodigy.

X23 still just picked at it, not showing much desire to eat anything. In a ways, her mind remained controlled by Hydra…And always would in a ways. But this place was very different…And similar in many ways. On one hand, her life was still dominated by scientists, officers, and doctors…But on the other, officers like Magnum and Dr. Essex seemed to actually care about her and allowed her certain things Hydra never would have even considered for her.

And then there were these four…Teammates of hers. She had little concept of teamwork since she was trained to function as a weapon, more machine than human. But that was just one of the many things she had left to learn now that she was a part of this strange new program.

"Is it always like this?" she found herself asking as she found herself taking another bite of her meal.

"Like what?" asked Scott, not knowing if she was talking about the food or things around them in general.

"I mean…Is it always this difficult?" she asked, "Is every day this hard?"

"Well…" said Jean, giving that question a little thought before answering, "It does get easier in some ways…But it gets harder in others."

"What do you mean?" she asked curiously.

"Well…" began Jean, struggling to elaborate, "Things like the rude awakenings, the morning physicals, and always having the GURSO unit nearby are all things you kind of get used to. But there are other things you go through…Hard things that test every limit."

"Yeah, just wait until you get into the marine training or Delta Force conditioning…" said Wanda, speaking with distaste over how hard those first few sessions were, "But you learn to manage it. The key is just taking each challenge as it comes."

"You mean like…One step at a time?" asked X23, thinking back to what Magnum had told her earlier about such things.

"Exactly…" said Jean, thinking that probably best summed it up, "And in the end, you'll grow stronger with each challenge you overcome. You learn to fight the things that make you weak…Things like fear, stress, and the past."

X23 still was unclear about what they were describing to her…But she was slowly starting to understand. And in many ways, it was an appealing thought to her because it gave her hope that she could actually learn to fight the haunting memories that Hydra had left with her. And from what she could tell from the others, mainly Vincent thanks to the help he offered her earlier, they had faced similar inner conflicts as well.

"Hey, it's just the first day…" said Vincent, seeing that she was still conflicted, "You'll get it…I know you will. Hell, the first day was hard for all of us. I don't think either one of us handled it without difficulty."

"Yeah…Don't I know it," muttered Wanda in response, "My first day with the Army was awful. I was so weak from living in an insane asylum for over four years that I could barely do two pull ups."

"Hey, at least it was the Army and not the Navy Seals," commented Jean, also speaking from some rather unpleasant memories, "I remember the first time I met those guys, I ended up crying from all the yelling and I got a rifle butt to the stomach."

"Yeah, I remember…" said Scott, that day sticking out pretty strongly for him since it had been an uphill struggle to say the least, "I got one too because I ended up doing the same…"

"Well at least you still held out longer than I did," made Jean, remembering how Scott had been pretty much the only support she had those first few days.

"But we all broke down a bit in the end…" argued Vincent, "Shadow Cell isn't easy…That much we can all be certain of. There's always going to be rough spots. I remember having panic attacks that nearly made me puke because so many things reminded me of a lot of painful memories."

"Then…How did you all overcome it?" asked X23, not seeing how such things were possible.

Vincent merely shook his head, for even he wasn't sure how he managed at some points. But time and time again…He had been brought to his limits in terms of physical, mental, and emotional endurance only to see that he could overcome them with the help offered to him by his friends, his officers, and his trusted mentors. It was hard to really gauge when he overcame the initial jitters that had so consumed him on that first day he had arrived, for it had been a gradual process. But nevertheless, he had overcome them…And if he could do it, so could X23.

"There's no easy way to overcome such things…" he told her honestly, "Believe me…I know. I too was a guinea pig for inhuman experiments just like you. And coming here was a challenge…But it takes time…Effort…And hard work. And if there's one thing we've all learned here at some point or another…It's that you can't keep on crying about the past. You can cry and cry…But it'll never make it go away. It'll always be with you. And once you learn to accept that…All you can do is stand up straight, suck it up, and fight. Even if you feel weak and completely lost…You just have to keep fighting. That's what we do…That's what we're taught…And that's what makes us soldiers."

Fight…A word X23 knew, yet hadn't really thought of in that context. But strangely…It made sense to her. Vincent understood what it was like to live this life after having been a guinea pig for experiments that would have reeked havoc on anybody with a weak stomach and X23 found a strange level of solstice in such words. It actually made her feel as though she wasn't some machine…For there had been others to endure what she had endured and she drew a great deal of strength from that.

"I…I think I understand," she said with a renewed sense of confidence.

"Then that's all you need…" said Scott as he looked back towards their new friend and comrade, "Just remember one thing X23…No matter how hard things are from now on…No matter how strenuous or agonizing life is…You're not alone. You're a part of the team now…You're a part of the family. We're all in this together…And we'll be there for you…Always."

X23, the former living weapon that was trained never to have any emotions or humanity, actually found herself smiling at such words…For they actually made her feel…Nice for a change. The mention of things like friends and family were difficult concepts for her to manage…For they had always been one of the main sources of her endless rages. But as she looked back at these four remarkable strangers that had come into her life so unexpectedly…She could see that they genuinely wanted to help her…They actually cared for her.

Maybe she would never get over what Hydra did to her…But she sure as hell wasn't going to let that affect her forever. She was going to fight it…She was going to beat it. And for once…She wouldn't have to do it alone.

* * *

"DIG! DIG! DIG YOU LITTLE SHITS! SHOW ME SOMETHING! COME ON!" yelled the Delta Force commander as he barked out orders and commands to the five mutant soldiers as they traversed a grueling obstacle course outside in a designated field near the airstrip. 

After eating, Scott, Jean, Vincent, Wanda, and X23 were allowed to change into uniforms which included an unmarked white shirt, black boots, and jungle camouflaged pants for their training. And as luck would have it, the weather wasn't cooperating with them much with cloudy skies and an on again, off again drizzle that moistened the field and made the obstacles more difficult to cross.

"SUCK IT UP SHADOW CELL! COME ON! SUCK IT UP!" yelled the commander as he watched X23 traverse a rope swing and scale a wall, stumbling a bit because of the sheer height.

As always, the Delta Force training was tailored to the same caliber as regular human recruits…But with a more aggressive and accelerated feel. Because if these five were to see action soon…There could be no room for lost time. And because of that, the young mutant kids were pushed to the limits of their endurance with each and every task, working to help themselves grow into the soldiers they strived to be.

After making it over the initial rope swing and wall, the group was forced to diverge with Vincent and Scott heading off in one direction and Jean and Wanda heading off in another. X23 was lagging behind a bit, not used to such kind of training since Hydra only stressed the necessities, but she kept up for the most part.

The next part of the course was one of the things that made Delta Force training some of the most advanced in the military. In order to instill a sense of stealth and cunning into their mentality, they were forced to navigate their way through a maze of mechanical sentries, each of which looked like a simple small pole, but had a flashing blue light sensor at the top. And if they crossed the sensor…They got a painful shock from an electric discharge. It was a good way to commit their skills to memory, but it didn't make it any easier.

Scott and Vincent, both having powers that involved firepower and strength, worked well together on parts like this. Whenever obstacles came up, which were always thrown in by the drill sergeants to make things even tougher for them, they did a good job of working together when it came to punching through anything that stood in their way.

"Vince! Up ahead!" yelled Scott as he saw what looked like a hidden steel plate that popped right out of the ground, effectively blocking their path.

"I see it! Together now!" he said in response, summoning his super strength while Scott tapped the necessary amount of energy to give his punch an extra bit of force.

Then, simultaneously, both young boys delivered a crushing blow to the plate, knocking it off it's hinges and clearing the path for them to the next obstacle. However, the sudden rush of energy had overwhelmed Scott a bit, for he still struggled with certain aspects of his powers and whenever he tried to use advanced forms like extra strength, he had a tendency to wear himself down pretty quickly.

"Come on Scott! Keep moving!" urged Vincent as he saw his friend stumble a bit, forcing him to slow down and help him maintain his balance.

"I'll…Make it," he said, still a bit dazed.

"I know you can! But we can't slow down!" said Vincent as he continued to help his friend and comrade, "Now come on! Let's go!"

Not fighting his help, Scott regained his bearings with the help of his friend. The drill sergeants, along with Dr. Essex who was watching from afar, saw this and cast approving gazes on such behavior, for it showed that they were all growing closer learning to trust each other on a deeper level. And for two boys who had both endured the streets and orphanages, the trust they developed was stronger than any uninformed observer could have imagined.

Over with Jean and Wanda, they had been fortunate enough to face one of the Delta Force training's most exhausting obstacles…The triple walls. Each one had only one rope and they got progressively bigger and more difficult. It was slow getting over one by one…So they had to help each other if they were to overcome this obstacle fast and that's exactly what the drill sergeants always stressed.

"COME ON! COME ON YOU TWO! FASTER! FASTER GOD DANM IT!" yelled their drill instructor as they coughed and huffed from fatigue as their young bodies were pushed the limit physically and mentally.

"Come on Wanda…Keep going!" urged Jean, her arms burning with fatigue as they both made it over the second wall.

Wanda had always struggled with the walls because she hadn't developed as much upper body strength compared to Jean. But she kept going beyond the stresses of her body and slowly managed to work her way over, nearly collapsing in the process, but thankfully, Jean was there to catch her.

The two young girls then continued to scale the next wall…Which also happened to be the tallest. To make matters worse, the steady drizzle that lingered over the obstacle course had turned into an all out downpour, making it even more difficult to get over as rain soaked their young bodies and further pounded away at their endurance.

With only one rope at their disposal, Jean and Wanda had to coordinate with each other to make their way over. Jean led the way, knowing Wanda often struggled with this and tried to help her up by steadying the rope and keeping her pace slow…But the key was to keep moving and the more it rained, the harder it was.

"Almost there…" grunted Jean, her body now sore with fatigue, "Just a little bit further…"

Then suddenly, a burst of thunder echoed in the distance…Causing Wanda to freeze half way. Thunder always had a horrible affect on her…For it reminded her of the night when her father had thrown her away into the insane asylum that had robbed her of so much. Memory flashes of that fateful moment began coursing through her mind, plaguing and haunting her as they often did whenever something was there to remind her of that which she could never escape.

However, Jean seemed to recognize her sudden shift in demeanor and immediately knew what was happening. Like Wanda, she too had suffered in an insane asylum for years before Dr. Essex found her. It was because of that Wanda actually confided in her about many of the painful memories that so often plagued her. And through such things, they helped each other through the difficult times they often faced whenever they were confronted with their past.

"Wanda…Wanda, listen to me!" urged Jean, "You're not there…You're not back at that place…You're here now! You're with me! Come on, Wanda! Come on!"

The sound of Jean's voice helped young Wanda Maximoff give her the extra push she needed to fight her way out of her daze. Then, with the stanch determination that had so often driven her beyond her limits, Wanda began moving again, forgetting the pain of her memories and focusing on the task at hand.

"That's it…Almost…There!" said Jean as she reached the top and extended her hand to help her friend.

"I…Made it," she gasped as she felt the grip of her friend pull her over.

"I knew you could…" said Jean, casting a slight smile at the girl who she had grown so close to, feeling almost like they were siblings with the similar experiences they had endured.

Wanda managed to smile back a bit, but there was little time to celebrate…For they still had an obstacle course to run.

"YOU'RE GETTING SLOW SHADOW CELL! AND I DON'T LIKE SLOW! COME ON! MOVE!" bellowed the Delta Force commander as he pushed the young mutant recruits into the home stretch.

X23 continued to bring up the rear, still struggling since this was her first run. Even with a healing factor, her young body was pushed to the limits of endurance as she struggled with the sensors much more than Scott and Vincent had, but made up for it on the walls thanks to the use of her claws. And with the end in sight, her sore body was on the verge of collapse. It was even more grueling than some of the things Hydra made her do…But this time, she had something else to go on other than her purpose as a living weapon…This time, she had true drive.

It was slowly beginning to dawn upon her that she wasn't a machine…She was a human being. And as a human being, she could be driven by more than just orders. But she didn't want to just be human…She didn't want to be a weapon either. Now…She had something else to shoot for…Something more meaningful than either. She wanted to be a soldier…And as a soldier, she was determined to overcome this first great challenge.

Up at the finish line, the main objective of the course was in sight. And in this instance, it was five, life-like humanoid dummies that represented target kills. Their final task with this course was to destroy, disembowel, or annihilate these targets by any means necessary, powers or otherwise. The drill sergeants did this to get them all used to the feeling of killing…Which they would have to do eventually when they began field work. But as kids…They needed to take small steps.

"THE CLOCK IS TICKING MAGGOTS!" yelled the commander as he saw the recruits limping up a hill towards their targets, "THE MORE IT TICKS, THE MORE PISSED OFF I GET! NOW MOVE! SUCK IT UP! YOU'RE TARGETS ARE JUST UP AHEAD! YOU MUST KILL THEM! YOU MUST COMPLETE THE MISSION!"

With their young bodies on the verge of collapse, the young mutant kids of Shadow Cell pushed themselves until they finally got close enough. And once they were in range, they systematically blew away their target dummies without hesitation. Scott took his down with a single optic blast, Jean burned hers to a crisp with her pyrokenisis, Vincent managed to get close enough to rip it's head off with his super strength, and Wanda used her hexing powers to warp one beyond recognition. That left only one more target…But this one was reserved for X23.

"Come on X! You're so close! Just a little bit further!" urged Scott, who was still struggling to catch his breath along with the others.

In the distance, they could see young X23 making her way slowly up the hill, moving with great strain in her young body and grunting in frustration with each step she took. Yet the words of encouragement offered by her new friends and comrades were helping to push her beyond her normal boundaries…For they were giving her something she had never been given before…Support.

"That's it X! You're doing it!" said Jean as she and the others kept urging her on.

"Yeah, you're going to make it girl! You're going to make it!" said Wanda through her lingering fatigue.

X23 was now within twelve feet of the target and her body was about to give out…But thanks to the remarkable words of encouragement, she kept going…Driven not by rage, but desire, passion, and strength…The kind of things Hydra had never given her.

Then, in one solid swipe of her claws…She decapitated the dummy. Almost immediately afterwards, her legs turned to jelly…But thankfully, Vincent was right there to catch her along with the others.

"You did it X! You did it!" said Vincent with great praise in his voice as he held her up with the help of Wanda.

It was strange…Feeling this warmth within her as these four young mutants she had just met clamored around her and supported her after simply carrying out an order. But strange or not…It felt good having accomplished what she did…Good in a way no other accomplishment back at Hydra felt. It was as if she was actually given a reason to do what she did…A reason that resonated strongly within her. And through this newfound strength, X23 once again managed to smile…

"Congratulations…" said Wanda upon seeing the young girl's reaction, "You've just taken another step…"

"Yeah…Now it's on to the next challenge," said Scott as they all waited for their next set of orders.

* * *

After their Delta Force training, the five mutant kids were allowed a quick breather to change out of their wet clothes and attend a little class with Dr. Essex. Even though being a soldier was demanding enough physically, it was still necessary for them to be prepared mentally in the heat of battle, so they all had to keep up with a rigorous, fast paced course of academics that taught them reading, writing, math, and language skills.

Thankfully, X23 had already been taught such things by Hydra and their shadow class mutation helped enhance their mental function to the point where they absorbed information and knowledge at a rate much faster than any normal human. And now that the team was complete, it was just a matter of getting them all on the same page, which was pretty much what Dr. Essex and a few of his assistants spent the session doing. Through this, they gained information and insight on the function of their minds while also making not of their personal and psychological progress for future reference. And since there was plenty to learn when it came to the art of being a soldier, the five mutant kids definitely had their work cut out for them. However, as Dr. Essex so eloquently put it when he first began, "Sometimes on the battlefield…Knowledge is every bit as deadly as bullets. Therefore, you all are going to need all the knowledge your brains can manage if you are to be the best soldiers you can be."

For nearly three hours, Dr. Essex and a couple of aides read over a few textbooks and notes, setting up the basic structure of their academic plans now that the team was whole. Since they all knew how to read, write, and speak properly, they could proceed with more advanced concepts like math, physics, biology, and other useful subjects that would become useful on the battlefield. It was sure to be intense and fast paced…But as with their physical training, they were ever bit as determined every challenge as it came.

After the session was over, the five young recruits were led to a room that was right across from the study area where a team of mind body specialist that ranged from former Psy Ops agents to a few ex-CIA officials. Here was where they often underwent psychological conditioning, not only to help them with their powers, but also to keep their minds level and strong through the rigor they lived each and every day as soldiers of Shadow Cell…While also sewing the seeds of the soldier mentality that would make them swift, efficient, and deadly on the battlefield.

Along with Dr. Essex, Magnum was also usually present during these times to watch and observe as each one of her pupils developed their ever growing powers. She even taught them a few techniques she knew from her extensive travels and experiences as a fighter and mercenary that had seen practically every corner of the world. But the emphasis here was on a link between the mind and body…For such attributes were vital in order for them to be in control of and more attuned to their powers, their bodies, and their minds.

"Okay my children…" said Dr. Essex in a low, calming tone as several of his aides hooked up some electrodes and nuerophones to each of their heads, "Now the time has come for you all to relax and focus within. In order for each of you to function at their greatest…You must be attuned to your mind, body, and spirit. And now that you are whole as a unit…Such things must take on a greater meaning. For no matter how strong a single part is…It is nothing compared to the whole."

The five mutant kids all took a seat on a specially cushioned side by side one another and began taking deep breaths. Their eyes were closed and their bodies were still. For X23, it was an unusual exercise given that Hydra had always stressed physical training and not mental training. But as a new soldier of Shadow Cell, she now had her own platoon of scientists and specialists specifically tasked with helping her control her powers and abilities, helping to hone them to their utmost power.

Compared to the others, she was a bit stiff and still plenty stressed with this new environment. But as with the physical challenges, she hoped to overcome such barriers as well…It would just take a little time and patience on her part.

"Don't be so stiff little one…" said Magnum, noticing X23 was fidgeting a bit, "Relax…Breathe deep. Stop fighting the animal you constantly battle…Instead, learn to embrace it as part of yourself. Look deep within…Find your center…And hold onto it as you would your life."

Taking Magnum's words seriously, X23 began to gradually ease into a deeper mindset. For some reason, she found it necessary to have her claws drawn during this…For it seemed to help her stay in tuned with who and what she was. As a being created solely as a living, breathing weapon…There was a lot to overcome mentally. But for the first time, she wasn't fighting it. If anything…It was as if she was embracing it. And through this, she could become even deadlier than her creators ever could have imagined.

"Good…That's it," said Dr. Essex as he and his specialists began running a few machines, which broadcasted calming thoughts through the neurophones while also sending deep, subconscious messages that helped them with their powers, "You are now one Shadow Cell…Embrace it…Cherish it…For this is the first day of the rest of your lives."

The exercises were now in full swing as each team of specialists focused on their designated recruit. As specialists in the mind/body field who adamantly studied the stats of whoever they were assigned to, it was their job to make sure their minds were centered on both their powers and their bodies. They spoke words of encouragement, strength, and even issued a few instructions on how to perform certain tasks concerning their abilities. It was different for each one of them…But they all had the same purpose.

"Can you sense it Wanda?" said one of her specialists as they kept with a steady stream of calming signals through the neurophone, "The chances of every conceivable possibility…The chances of anything and everything around you? You are attuned with them…You are one with them. See them as the invisible limbs of your body that extend far beyond that which you see. And use them to change the world around you. Feel it…Sense it…Take hold of it and never let it go."

"Never let it go…" said Wanda in a deep tone, feeling as though those words extended beyond merely her powers.

Over with Vincent, he was undergoing a similar process, sensing a stream of thoughts echo through his mind, helping him to focus on his powers and take hold of them. It helped put his abilities into perspective, which meant a lot to him given how much they used to confuse him.

"You are indestructible…You're body is a colossus of strength…" said his specialist to him, "The power you wield is like a river of strength…A river that you can control by means of will. And it is only a matter of how you use that will that determines just how strong your control is. And in order to do so, you must hold onto to that which keeps your mind and body linked…You must hold onto the words for which hold the greatest possible meaning."

For Vincent Freeman, mediation came quite easy for him given the experience he already had with Mr. Kansuke, but the depth in which he learned it at Shadow Cell took it to another level. But even for a former lab rat to a most dubious experiment…He had plenty to hang onto.

'Honor…Strength…Courage…Compassion…' he thought as the words streamed through his mind, helping him take hold of his abilities as if they were tangible, 'Father Michaels. God. Mary. Benny. Mr. Kansuke. Dr. Essex. Magnum. The General. Scott. Jean. X23. And…Wanda…'

For some reason, his mind shifted a bit upon thinking about Wanda, but he quickly shook it off as he continued to focus on his center…For that issue should probably best wait for another day.

Over with Scott and Jean, the words of their respective specialists echoed through their minds…But it hardly registered for them. They had been doing this for over two years now and they had grown somewhat accustomed to it by now. Their powers were still growing, but they were keeping up with them fairly easily thanks in part to their training and thanks in part to their shadow class mutation. But that didn't mean that these sessions were pointless…Not by a long shot. These sessions helped them exercise their inner strength in the same way they exercised their outer strength.

However, to Scott Summers and Jean Grey…These sessions had been taking on a new significance for them…One that nobody else could have ever possibly known about.

'Scott…' sent Jean through the powerful bond that had inexplicably linked them since that fateful day they first arrived.

'Jean…' sent Scott in response, letting her know that he felt what she was feeling.

'It's getting stronger…' she said to him through their thoughts in a way that penetrated deep into their very being, 'I can feel it…Each and every day…Growing stronger.'

'I can feel it too,' he responded, 'I can feel you…In my head. It's warm…Gentle…And calm. I…Like it.'

'Yes…I like it too,' she told him, feeling his sincerity down to the depths of her soul, 'I don't think I could have gotten through all this without it.'

'Neither do I…' replied Scott.

'I don't ever want it to go away,' she added, feeling as though whatever this feeling was, it was becoming an increasingly large part of her.

'It won't…' assured Scott, 'I promise you, Jean…It won't ever go away.'

With those warm thoughts and feelings in mind, Scott and Jean sank into a deeper state of relaxation and inner strength. It was as if they drew off one another…Using whatever this powerful link was to stay strong…Centered…And in many ways, complete. After having lost so much in their short lives, it was a warm, comforting feeling to have something so profound to hold onto and cherish. And no matter what lay ahead for them…They sought to hold onto this feeling…Now and through each and every challenge they faced.

Yet unknown to them, such closeness only made Dr. Essex more content in the progress of his plans…For in his mind, such closeness would only aid in the culmination of his most ambitious plans.

* * *

After mind/body training, the five young mutant kids proceeded to endure what was without a doubt, the most grueling part of their training as soldiers of Shadow Cell…CQC with Magnum. Even though they were still young, Magnum treated them as if they were full grown fighters…Not holding back in any way, shape, or manner in what she taught and how she demonstrated it. Part of what made her sessions so grueling was that it integrated pretty much everything they learned else ware, including nearly all aspects of physical, mental, and psychological training. CQC was part style, part ideology in a sense that it so practically took fighting to another level, making it more a part of their being rather than simply something they did.

For X23, it was a fighting style unlike anything Hydra had ever taught her and was plagued with confusion and conflict from the beginning as they all went through some of the motions while Magnum barked out conflicting orders that were often hard to process while keeping up with the movements. But as with everything Magnum taught, there was a reason for this. CQC was just as much about thinking, or in some cases the lack of, as it was fighting. And in order to get them to do that, she would have to make sure that their minds were developed along with their bodies.

Whether sparing or working on specific moves and techniques, Magnum was constantly giving orders or preaching what came to be known as 'CQ sayings.' These included phrases like, "Fight with honor…Fight with spirit" or "Live…Breathe…Fight." In time, such sayings were sure to add up…But for Magnum, the more they learned, the better they would get. Eventually, they would fight as easily as they breathed the air around them…But to get to that point, it would take some serious work for the both of them.

"Keep going!" she ordered as they all went through the complex motions of basic CQC maneuvers, "I want you to do these exercises until they're burned into your minds! You will do these maneuvers as easily as you blink! They will become more then reflexes…They will become a part of your very being! Now…Again!"

With a loud grunt, the five mutant kids did the maneuvers in near perfect sync. X23, however, continued to struggle, for she was not used to such styles of teaching. This certainly didn't go unnoticed, but Magnum expected as much from their latest recruit…And from the looks of it she had a lot of catching up to do.

"Keep going! Again!" she ordered a second time, causing them all to go through the motions again before they had even finished the first order.

However, this caused X23 to fall even more behind, prompting Magnum to give her a little 'initiation' ploy similar to that which she had done with the others when they first arrived as well.

"X23! You're not keeping up!" shot Magnum, casting her newest pupil a cold glance.

"It's…Hard!" she struggled, not used to such movements or techniques that required such complexity and thought.

"No…" said Magnum sternly as she approached the former living weapon, "It is only as hard as you allow it to be…And I'll prove it to you. Hit me."

X23 cast her mentor a confused look, for she wasn't sure that she had heard her right. However, Magnum was never one to joke and her intimidating glance left little room for argument. And being the impatient woman she was, the Russian born mercenary wasted no time in getting her point across.

"HIT ME!" she yelled at her.

Letting her animal instincts take over, X23's claws popped out of her knuckles and she lunged forth at Magnum.

"Oh boy…I think I know how this is going to end," said Vincent, who couldn't bear to look.

Even with all her Hydra training and her raging temper, Magnum made quick work of the young girl. Just like their first encounter, her moves were brash and easy to predict, making her the ensuing counter attack effortless. X23's impassioned attack was met with a firm grab of the arm, an quick skeletal manipulation move, and an easy flip to the ground, leaving her downed, dazed, and shocked…For it was as if all that training from Hydra meant nothing against this woman.

"You have guts little one…" said Magnum as she at the downed little girl, "You have skill, agility, and strength…But that alone means nothing if all that drives you is rage and fury. Now I did this to show you that you can do more…You can do better. CQC is not just about fighting…It's about learning. And as with all knowledge, you must be willing set the past aside…You must bee willing to learn. And above all else…You must let me teach you."

Then, while X23 was still downed on the mat…Magnum extended her hand to her, casting her an approving glance that seemed to make what she had just endured easier. The former living weapon accepted her gesture…Allowing her to help her back up to her feet as the other gathered around her to show their support.

"This goes for all you…" she went on, "Now that the unit is complete…We take it to the next level. You must learn from me…But you must also learn from yourselves as well. CQC isn't just about knowing your enemy…It's about knowing yourself and embracing everything you learn throughout your training. Knowledge means nothing if you don't use it…And it is only though what you take from that which you learn that you will become true soldiers…"

The five mutant kids remained obedient in their poise, showing that they understood and respected her words. They took everything she said to heart, for of all the officials at Shadow Cell…Magnum was the one who had the most insight into the world of a soldier. What she taught brought every other skill they learned together…And it was through her that they would build off the skill that would hopefully make them a true unit.

However, as Magnum finished her little speech, her session was abruptly halted by the sudden sound of clapping from across the room. This didn't seem to startle Magnum much, but it did startle the kids…For the General, the highest ranking military officer in the organization, was now standing in their presence.

"Well said Magnum…" said the General with a slight smile on his face as he approached the five young kids with two GRUSO soldiers at his side, "Couldn't have put it better myself."

"Thank you sir…" said Magnum respectfully, although she was somewhat irked that he had interrupted their session.

"I apologize for intruding…But I wanted to have a word with you," said the General as he looked down at the young kids that held so much hope for a country that was in such dire need.

Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 all stood tall and firm as any soldier did in the presence of a superior officer. The General couldn't help but gaze approvingly on this, for it showed that these kids had a true drive to become something great. For a project that had taken so many risks and broken so many rules, the result was nothing short of remarkable. Five young kids brimming with so much potential were driven by duty, honor, and service to become true soldiers for their country and their world. And as the General gazed upon their respectful glances…He looked back at them with the highest respect and pride.

"You are now whole Shadow Cell…" he told them, standing tall and firm as the proud officer he was, "No longer are you mere recruits…You are all now officially a unit. That means that from now on, whenever you look at each other…You'll be looking at more than just your fellow comrades…You'll be looking at the friends, family, and fellow kinsmen that you will follow into battle."

As Scott, Jean, Vincent, Wanda, and X23 took a moment to look back at one another, they could truly feel the power in the words of the General. For now that they were complete…It felt as though they were closer than just a bunch of messed up, traumatized mutant trainees…It felt as though they were truly a part of something. And while their young minds couldn't yet fully ascertain it, the General went on…Knowing full well that this was only the beginning.

"Looking at you now…I can tell that you'll all bring something with you into the field of battle…And I can tell that you'll be there for each other every step of the way. You've already proven to me, your drill sergeants, and everybody else here at this base that you're very strong…But the only one's you should be trying to impress is yourselves…Never forget that."

Then, the General's demeanor shifted a bit as he took a step closer and began walking amongst the proud young mutants that would make up this most formidable team. It was rare for any officer to get emotional…But for the General, this project held many special qualities that he wanted to share with these very brave youngsters.

"Proven or not…I want each one of you to know that I'm very proud of all of you. You're all doing this for reasons far better than most of the people I've ever dealt with. You struggle…You learn…And you train for a reason. And it's not to prove a point or to make a statement…It's because you have a cause…A truly noble purpose that drives you to become more than the average human. Honor…Compassion…Patriotism…Self sacrifice…These are what drive true warriors…These are what drive true soldiers."

The General then once again paused to let that sink in, for he wanted each one of them take something from this…Something they could always use whether they were in the heat of battle or simply training. For each one of them, it rang true. Words like honor and compassion were especially powerful for young Vincent…Who had held himself together with such virtue ever since everything was taken away from him. For Scott and Jean, the notion of having a cause…A noble one that made them more than just tragic figures with a tragic life…Made them feel as though they were doing more than just surviving…They were making a difference. This held true for Wanda as well…Who took to heart the notion of self sacrifice…Leaving behind her father and brother that had so heartlessly thrown her away and embracing this new world of drive, strength, and valor not for them…But for herself.

And for X23, it was specially significant…For such concepts were so much greater than merely being a living weapon that sought only to kill and follow orders like a machine. There was so much more to this world…So much that she had yet to fully ascertain. But after only one day…She had overcome challenges she never would have been able to overcome under Hydra. Here…She could actually hope to become something. Here…She wasn't just some hunk of flesh without any humanity. She actually had friends now…Comrades who cared for her and sought to support her during her time of need. It was a strange, yet wonderful feeling for her…And it was one she sought to hang onto now that she finally felt human for the first time in her tortured life.

"This project…Means a lot to a lot of people," continued the General, "And I'm no exception. My father once worked on a super soldiers program many years ago during World War II. His work helped create one of the greatest soldiers of our time…Captain America. He was one soldier…Yet he fought with great honor and valor that led him through each battle. I'd like to think that I'm honoring my father's work by dedicating myself to a similar project…But that would be selfish of me. Shadow Cell is not for me…Not for the organization…Not even for the higher ups. It's for you…And only you. Because now you are a unit…Now you are a team. You're still young…But that only leaves so much to build upon."

Then, as the General once again shifted his demeanor back to the strong, upstanding officer he was so proud to be, he cast the mutant children of Shadow Cell a determined glance…One that sent a message to them…A message definitive and true…A message that they would hopefully carry into battle with them for many years to come.

"You're not freaks…You're not lab rats…" he told them sternly as to get the point across, "You're not tragedies or lost causes…Not anymore. Now…You are soldiers! Proud and strong…Noble and true. You are Shadow Cell! Bear that name with pride and honor! For you are soldiers! Do you hear me?"

"Sir, yes sir!" they all shouted at once.

"I can't hear you, say it like you mean it!" he yelled back in a more forceful tone.

"SIR YES SIR!" they all shouted louder and with greater emotion.

"What are you!" he bellowed.

"Soldiers!" they all answered in unison, now speaking as one.

"WHAT ARE YOU!"

"SOLDIERS!"

"OF WHAT!"

"AMERICA!"

"OF WHAT!"

"OF HONOR!"

"OF WHAT!"

"OF SHADOW CELL!"

Finally, the General seemed satisfied as the fury of his words died down and he cast an approving gaze towards all of them…One that seemed to signal the beginning of many grand new challenges to come.

"That's right. You are soldiers…Never forget that."

* * *

AN: Quite dramatic is it not? This is the life Scott, Jean, Vincent, Wanda, and X23 grow up in with this world. This is how things build. This is how their lives are managed. I thought I'd give everybody a little taste of their existence as youths before things progress any further. Also, this shows just how strongly they all interact so they're more than just a bunch of soldiers…They're a real, cohesive unit. And don't forget the seeds of Scott/Jean and Vincent/Wanda that have been planted! Rest assured, that will come into play later one, but for now, get ready to see just how significantly the world changes as a result of Shadow Cell! The X-men and the Brotherhood will come in soon enough, but for now, the world must adapt to this dramatic shift because the affects they will have promise to be very far reaching! So what do you all think so far? Has this universe enticed you yet? Please tell me! Send me your feedback via email or post them on the fanfiction website! I don't care what you do as long as you REVIEW! Thanks for reading everybody and I wish you all the best!

DROP AND GIVE ME 20 MAGGOT! IT'S TIME FOR A REVIEW!


	13. Becoming True Soldiers

**Sinister Soldiers  
Chapter 13: Becoming True Soldiers**

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The reviews are still dwindling people! If there's something wrong with the fic…Tell me! Please! Nevertheless, here's a quick word to those who took the time to review!

**Agent-G: **Yeah, I think you're right man. Showing a chapter where they live one day in the world of Shadow Cell really helps to put a perspective on their lives and the kind of rigor they're going through. The bonding moments show just how close they're becoming in ways that go beyond merely that of a unit, which is something that I'll play off of much more later on! And I'm glad you liked the bit from the General! You actually inspired me with that one! And yes, this chapter does skip ahead at the end to show the final phase necessary for them to go through before becoming true soldiers! After this…It's on to the real action! Thanks a ton for the review and all the support you've given me my friend! I can't tell you how much it means to me! You totally rock my friend! Stay cool like you always do! Peace!  
**Mark C: **I'm glad you liked the Captain America reference in the last chapter! I wanted to tie in more of the Marvel universe with this and you'll see more references later on! As for Cap himself showing up, bear in mind he's still a frozen hunk of ice in Evo, so it's doubtful he'd be able to. As for the General, he'll be an important figure later on, so stay tuned! Thanks as always for the insightful review! It's always a pleasure! Peace!  
**GothikStrawberry: **Yeah, they got it rough…And this chapter will show just how rough it is with the life they're leading. Showing things like X23 using her claws during mediation and the Scott/Jean bond will be but mere preludes to the things to come! Trust me, there's a lot left! Hope you like it and thanks a ton for the review!  
**Jenskott: **Wow! Thanks for all the reviews my friend! That was very kind and considerate of you! I'm glad you like how I've set things up in this world. So far it's been a real testament to Dr. Essex's resourcefulness and Magnum's efficiency. They've really done a job on Scott, Jean, Vincent, Wanda, and X23…And you'll see just how deep that will run with future chapters! As for the X-men and the Brotherhood, they'll be coming in very soon! So don't worry, you'll see just what an impact Shadow Cell has had on the Evo world soon enough and rest assured…It'll be a hell of a show! Thanks again for all the super awesome reviews! I really appreciate it! I can't tell you how much it means to me! You rock my friend! Peace out!  
**KaliAnn: **Yeah, it was intense, but that's what Shadow Cell is all about! And now that the team is whole, they can truly come into their own. The last chapter showed how close they were growing and that will become an even greater factor later on. As for the X-men, they'll be coming in soon enough! Don't worry, they're a big part of this world! Thanks as always for the kind review and keep up the awesome work on "Rebirth!" You rock girl! Peace out!  
**Summers Groupie: **Always nice to hear from you my friend! I'm glad you liked how I brought in X23. Now with her on board, Shadow Cell is whole! And with her, you'll see just how strong they are in the coming chapters! As for Scott and Jean, their bond will play a major role as their relationship continues to evolve. You know how I always love portraying their relationship and this fic is no exception! Vince/Wanda is a new challenge I'm taking on, but I plan to do many things with them as well, so stay tuned to see how that develops! Oh, and don't forget about the many other pairings like Rogue/Remy, Kurt/Kitty, Warren/Betsy, and Logan/Ororo! There's still plenty to come and I really appreciate your kind review my friend! I can't tell you how much it means to me! You rock! Peace out!

Also, a special thanks to: **Quillian, X00001, Wen1, Jaguar, and Amazing Redd Phoenix.**

Don't let the reviews die down! Keep em coming! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

Oh, and for those of you who were fans of "Extermination," my good friend Quillian has been kind enough to write a spin-off to it! It's called **"Aftermath" **and it's under his account, so please check it out if you get a chance!

AN: The scene at the end picks up three years after the last chapter with Scott and Jean 15, Vince and Wanda 14, and X23 11.

* * *

After X23's recruitment, Shadow Cell finally had its team of mutant soldiers. The head of the project, Dr. Nathanial Essex, was overjoyed that the protocols had been filled so much earlier than he had initially planned and saved the organization quite a bit of money in the process. With five powerful mutant kids, each of them with unique powers that would bring a special trait to the battlefield, Dr. Essex and all his fellow scientists felt they had their soldiers and there was no need for more. And with all recruiting efforts halted and called off, Shadow Cell was better able to focus on the more important, if not more daunting, task of training these young, traumatized kids into being true soldiers.

Helping them all overcome their past was no easy challenge for all those who worked directly with the five mutant recruits. Everybody from the drill sergeants to the mind/body specialists had to work through countless obstacles in order to bring Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 to their maximum potential. However, time and time again, the five mutant kids proved just how strong and driven they were and constantly exceeded their limits with each rigorous session after another.

Training was pretty much all the five mutant recruits did after the team was completed and with no more resources being dedicated towards finding new mutants, they were given the full, unabated focus of each and ever scientist, officer, and specialist within the organization. Their lives were nothing short of intense. Each day was centered around a certain type of training that was rigidly pounded into their heads until they became masters of it.

Every day they had to go through hours upon hours of boot camp. Drill sergeants and military officers would yell, order, and drive them to their limits both physically and mentally on a daily basis. The regular program was modified for their mutant attributes, but it didn't take away from the rigor in the slightest. They received full basic, advanced, and elite training over the years from the Army, the Marines, the Navy Seals, Special Ops, Delta Force, and even specialized training from ex-CIA operatives.

Over the years, this daily rigor of boot camp hardened and toughened the five mutant kids beyond anything they had ever expected. Their bodies grew, filling out with strong, yet perfectly proportioned muscles. Both Scott and Vincent ended up perfectly ripped from so much training and the three girls grew into truly hardened, nimble, and perfectly shaped bodies that looked like a mixture of both athleticism and shapeliness. And it wasn't just their bodies that became strong, for their minds also were greatly affected by boot camp.

Psychologically, their minds were not the healthiest upon their initial arrival in Shadow Cell. They were still wrought with the affects of trauma and sorrow over their dark pasts, but their rigorous training along with the mind/body specialists had helped teach them to focus their minds to intense degrees, helping them to overcome these limitations in the heat of conflict. It also served to break them down in a sense, making them more likely to follow orders and instilling the values of loyalty, honor, and discipline. It would also help make them hard…Steadfast…And above all…Ready to kill.

And along with this psychological aspect to being soldiers, they also underwent unique sorts of training such as watching war movies like Saving Private Ryan, Patton, and the Longest Day. They were even allowed to view action movies as well such as Terminator, Robocop, Demolition Man, and Lethal Weapon. They all did this under careful scrutiny and all was designed to help them develop the mentality necessary to be true soldiers.

Whether it was boot camp, CQC training, or study sessions with Dr. Essex and his team of mind/body scientists, heavy focus helped them overcome dark thoughts of their past. However, despite these powerful strides in overcoming the past, it never truly left their minds. While Dr. Essex and many of the officials had expected this, they had no idea just how much it affected them when they weren't looking. During the brief nights they were allowed for minimal rest, the five mutant recruits were left to remember their jaded memories of loss, sorrow, and loneliness.

Scott Summers could never forget that fateful day in the skies of Alaska when his life changed forever. The memory of his father and mother fighting to make sure that he and his brother lived along with horrible memories of the streets had evolved into recurring nightmares that reeked havoc on his sleep. Remembering how he had watched his family die and how he failed to protect his little brother often brought tears to his eyes. Jean Grey suffered similar ailments when it came to memories and nightmares every time she remembered that fateful night where a car crash killed her entire family and left her as the lone survivor. It was enough of a tragedy in of itself, but the memory of how she had actually felt them die within her head just made it so many times worse. Boot camp and rigorous training had helped harden both Scott and Jean's mind to the point where they could set such memories aside for the most part…But they could never forget them. And even though it became easier to cope with over the years, Scott Summers and Jean Grey kept up their old traditions of sneaking past the GURSO onlookers and staying in each other's rooms to help them get what sleep they could.

The deep link that had been forged on that fateful day they first met had strengthened quite a bit over time and they had a way of comforting each other that even Dr. Essex couldn't explain. Eventually, it got to the point where they couldn't deny that they shared something much more than friendship or comradery. No…They had something much more profound than that. It took a while…But the soon came to admit that they were in love. Yet the bond they formed made that love stronger and deeper than they ever could've imagined. In time, it continued to grow…But they were adamant about keeping such emotions to themselves. At first they didn't understand it…But as they continued to grow and learn more about their world, they began to truly ascertain it. From the knowledge they gained through experience, psychological training, and even some of the movies they saw that had romantic elements in it like Terminator…Which Dr. Essex was actually a part of influencing…It became clear to them that they shared something truly special. And it was from this bond…This link they had shared that grew from simple companionship to a truly powerful love, Scott and Jean grew very close over the years…Much to Dr. Essex's approval.

Wanda still had the occasional nightmare about being back in the insane asylum and facing her father, which more or less always caused her to wake up in a cold sweat, but each time it happened…She just gritted her teeth and fought it as she would anything else in training. Vincent's nightmares were also very vivid, thanks in large part to his photographic memory and he was hard pressed to find a night when his sleep wasn't deeply troubled. Every time he closed his eyes he could see himself back in that cramped cage in that Prodigy lab where he was poked, prodded, and subjected to inhuman torture and when he didn't dwell on that, it was his time on the streets or the sight of the orphanage burning down along with the only people he ever considered family. And because of these constant nightmares, Wanda and Vincent sometimes sought solstice with each other in the same way Scott and Jean did. And because of this, they also grew very close over the years…But unlike Scott and Jean, they kept such feelings bottled up and weren't willing to admit they had something more. Nevertheless, that didn't stop their bond from becoming so strong.

X23 had become somewhat of the little sister of the group after her recruitment. For her, it was a lot easier adjusting to the rigors of boot camp, but it was many times more difficult adjusting to the style of learning that Shadow Cell used since it was nothing like Hydra. Ever since her arrival, she was actually encouraged to fight with raw emotion and drive and she was even taught to have a sense of self for the first time in her life. However, given that such notions of individuality had been denied to her from Hydra all throughout her life, it was very difficult for her at first. Scott, Jean, Vincent, and Wanda often took it upon themselves to teach her about things like emotion and self. They often found themselves telling her stories about their own lives to help her understand what it means to be human and not just some machine. She was always brimming with question and sometimes she did get frustrated and had violent outbursts, but despite this she learned over the years and was truly grateful that these four kind friends of hers never gave up on her for a second. And for that, she had grown into her own person over time and began to feel stronger than ever, more so than Hydra could ever muster.

And even though much of their lives were dominated by training…The five mutant soldiers of Shadow Cell were still allowed time now and again to simply spend time with one another…Developing a close, almost familial bond. While such times were short…They quickly learned to treasure them, for it helped truly solidify their comradery as a unit…And so much more.

* * *

As the years went on, the overall mentality of their rigorous training became engraved in their minds. It got to the point where each day, whether it was Monday or Sunday, didn't even matter to them and they were pretty much all the same. There were no holidays, breaks, or rest points for them…Every day brought new training and since the higher ups wanted them ready as soon as possible, it only got more intense as time went on.

Among their rigorous boot camp training, none was probably tougher than sessions with Magnum. Her intense training of CQC and her drive to help them master it was almost something out of a work of fiction. Every day they were taught the complex ins and outs of this most advanced fighting style and as time went on, they all became a force to be reckoned with in terms of hand to hand combat. Gone were the days where they would struggle against being surrounded by guards or officials meant to test their skill. Now, they couldn't get enough guards to subdue just one of them even if they were armed. It got to the point where only Magnum could still take them down, but even that was becoming more difficult as the years went on.

Among other things, Magnum became one of their most trusted and respected mentors. Scott, Jean, Vincent, Wanda, and X23 looked up to her as both a teacher and a guide for all things related to being a soldier. She taught them strength, valor, honor, and the manner in which a soldier must think in the heat of combat. Hours upon hours were spent teaching them how to wield their fists as the deadliest of weapons with and without the use of their powers and eventually, they all gained the status of masters of CQC from Magnum…However, they still lacked the title of being THE master as Magnum was.

Along with their CQC training, Magnum also taught them everything anybody ever needed to know about the world of firearms. Not long after X23 joined, they began learning how to become expert shots with many different types of firearms including pistols, rifles, machine guns, revolvers, and pretty much anything that fired a bullet. This was done in coordination with weapons training in all the other boot camp routines as well in order to best teach them all how to become even more deadly in the realm of being a soldier. While their mutant powers were strong, the Shadow Cell officials wanted them to be ready for anything and this included guns. And thanks to Magnum, they had the leading authority on firearms in the world.

At first, guns were tough for them to wield because of their tender age, but as they got older, stronger, and more psychologically hardened as soldiers, they began to show true skill with such weapons and were not afraid to hone them to their deadliest potential. With Magnum's infinite knowledge of everything related to firearms, they were taught how to assemble and disassemble pretty much any kind of gun there was from pistols to assault rifles. They were also taught basic firearm care and shown how to customize and refine certain arms for certain purposes or environments. They were all expected to learn and master these attributes and thanks to Magnum, they managed to do so with unparalleled efficiency.

Eventually, after learning and mastering the use of guns and firearms, the day came when Scott, Jean, Vincent, Wanda, and X23 were given the opportunity to customize their own firearms from scratch in the same way Magnum had. They were given highly advanced materials and parts to do this and they all used every last one of them to their utmost in order to handcraft the firearms that they would carry into battle. They all made two guns each and X23 made an extra one for special reasons, but each gun looked like a standard 9 millimeter or a colt. However, that was where the similarities ended. Because of the knowledge imparted to them by Magnum, they created firearms that were almost works of art in a way. They had the capability to fire pretty much any standard ammunition, but they customized pretty much everything else from the weight balance, to the triggers, to the hammers, to the grips, to the firing chambers, to the loading mechanisms, and even the compensators. Many of the parts were made from adamantium, much like Magnum's trusty 44 caliber, and they were all made with the care and position of an expert craftsman, ensuring that their guns would be as rugged, tough, and versatile as they were.

After they had their specially hand crafted weapons, the five mutant soldiers were taught to integrate them as part of their own beings by Magnum. In their boot camp routines and in their CQC training, they were all taught to wield their bodies as one big weapon of immense destruction…Greater than that of any bomb or weapon that their foes could wield. Along with their guns, they were given specially handcrafted knives that they would use in conjunction with their guns in combat. It was a deadly combination that would make them deadly enough without their powers, but it was just the tip of the iceberg for them as each day made them stronger and more hardened as true soldiers should be.

But skill, strength, and agility wasn't all that they were trained for in their rigorous routines, for there was so much more to being a soldier than simply being strong mentally and physically and being able to fight…There was also an academic aspect of it as well. From the early days of their training, the five mutant kids were taught with great rigor the academic skills they would need both on and off the battlefield. They were taught basic reading, writing, and math skills, but they pretty much all of this was focused on the combative aspects. Subjects like physics, biology, and psychology was all given a military twist. Biology was used to teach them about biological agents while also giving them advanced medical training for treating wounds in the field. Physics was used to teach them the inner workings of weapons of all kinds from the bullet of a gun to a nuclear bomb. Psychology was taught in order to ensure that they had the necessary knowledge to keep track of themselves and their comrades in the field while also teaching them how to use it for interrogation and understanding the mindset of the enemy.

Thanks to their shadow level mutation and all the physiological enhancements that it brought them, the five mutant recruits of Shadow Cell learned with superhuman speed. Dr. Essex suspected that this was because of the enhancement effect on their brain cells that allowed them to soak up and absorb knowledge more efficiently than any mere human ever could. This worked greatly to their advantage since it allowed them all to master the know how of combat in less time than they had expected. And by the time the academic portion of their training was done, they had knowledge and expertise in biology, physics, medical treatment, psychology, advanced computer skills, hacking, puzzle solving and code breaking, ballistics, politics, and even spoke up to five different languages other than English.

With each triumph, optimism throughout the organization grew over the inevitable effectiveness of the unit when the time finally came to send them out into the field. They were all moving along so quickly and with such efficiency that it surprised almost everybody who worked with them. Only Dr. Essex, the man who understood each mutant in ways they could never even begin to contemplate, seemed indifferent to it all. It was almost as if he had expected this from the beginning, but he never openly said that. Dr. Essex remained very involved with his five proud recruits, but he also remained somewhat reclusive compared to the rest of the officials that worked with Shadow Cell. He would seldom leave the facility and would often spend long hours secluded in his office where nobody dared to bother him. However, the five mutant soldiers were often too busy to really think too much of it and Dr. Essex had become their most trusted elder…Almost as if he were a father figure to them all. He even called them 'his children' at times. And for this reason, they never thought too deep on his behavior.

For the other key players of Shadow Cell like the Colonel and the General, they were also relishing in the success that the project was bringing. The Colonel, despite all his suspicions, tainted track record, and distaste of mutants, began to garner a lot more respect among the higher ups back in Washington. His GURSO unit was expanded, his past was often no longer mentioned, and he was gaining hopes of exacting more of an influence in his military career that seemed to be feeding off the success of the mutants he was still so untrusting with.

Like the Colonel, the General also received widespread praise throughout the political and military levels of the government. While the Colonel still had his unsavory character, the General was far more amiable in the minds of those both inside and outside Shadow Cell. He was an expert politician and negotiator when it came to the day to day workings of Shadow Cell. It was because of him that their political base remained as stable as possible through any and all obstacles that they encountered. With Hydra not a factor anymore, Shadow Cell was now the lone wolf in the super secret weapons espionage game, leaving behind a huge budget and a vast array of new resources that would surly become vital in future operations. And with all the success that Shadow Cell was bringing, many of the General's past mistakes seemed to be forgotten among much of the higher ups and because of this, he looked quite kindly upon Dr. Essex and the five mutant soldiers that had given his career new meaning.

But as the years passed by in a blur for the five recruits, they knew the day was fast approaching when they would go on their first mission. The world since the end of the Cold War hadn't gotten any less dangerous and it was clear that once they were deemed ready for combat, they would have plenty to work with and plenty of enemies to fight.

* * *

As Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 rigorously trained day after day, week after week, month after month, and year after year they finally began to mature into a full fledged unit. Working, learning, and growing together had given them all true sense of cohesiveness that few groups had both on and off the battlefield. They had all become very strong both physically and mentally. They had survived and mastered boot camp from the Army, Marines, Navy Seals, Special Ops, and Delta Force…They had become masters of CQC and firearms with Magnum…They had learned to master their powers thanks to Dr. Essex and his army of mind/body specialists…And they had learned to think and act like true soldiers.

As they continued to master the arts of being soldiers and neared the inevitable initiation of their unit into the battlefield, each one of them began to develop their own unique persona. Throughout their training, Dr. Essex and Magnum had helped them develop codenames that they went by during training situations and simulations. Each name somewhat reflected their mutant abilities.

Scott, because of his energy powers and how they most strongly manifested through his eyes, was given the codename Cyclops. The mythological beasts that were said to be so unstoppable in the field of battle seemed like a perfect slate for the young man to go by and it was a name he willingly embraced, later tattooing the word onto both his biceps.

Jean, because of her powerful psychic and pyrokinetic abilities, began going by the codename Phoenix. Like Scott, it was a name taken from mythology and she became quite immersed with this concept and even had a beautiful, elaborate tattoo of the fiery, mythological bird tattooed onto her lower back.

Vincent Freeman, given that his powers were known to bring untold havoc and chaos, began going by the codename Mayhem. His powerful persona and the sheer force he could deliver with his mutant abilities made it a fitting name and as a spiritual dedication to the people back at the orphanage like Mr. Kansuke and Father Michaels who had laid the foundation for the man he had become, he had the tattoo ofthe Japanese symbol for warrior on his chest that reflected the sense of honor they taught him when he was once a lost, broken little boy and how he had come to refine it with Shadow Cell.

For Wanda Maximoff, whose powers brought truly awesome destruction and hexed pretty much anything into oblivion, began going by the codename Scarlet Witch. Her hexing powers gave her almost supernatural abilities to manipulate probability and the environment around her, so it seemed to be a fitting name for her and what she could do. Her relation to occult-like power ended up inspiring her to get tattoos of Ancient Egyptian ankhs along the sides of her biceps, showing the world that she had the power of a witch and was not afraid to use it.

For X23, it was a somewhat different for her. Since she never had a real name, the others tried to think of one for her to go by so she wouldn't be designated as some number that Hydra gave her. However, despite numerous suggestions, she decided to keep the name she had been given, simply because it's just who she was. It didn't matter to her that it was a number, for it was still a name in her eyes. And because of that, she continued to go by the name X23. It was her decision, so they did not argue with her. In learning how to become an individual and develop a sense of self, X23 had almost embraced the weapon she once was and used it to make herself a full fledge soldier of Shadow Cell. It may have been a harsh reminder to some, but to her…It gave her pride in who she was and even had a large X specially tattooed on her lower back to forever remind everybody just how deadly she was.

With codenames in place and the time for them to begin taking on the enemies of the world, the five mutant soldiers were coming into their own both as a unit and as individuals. Each one of them brought a unique talent to the battlefield. Each one of them had special skills that they could use in combat to their advantage. Such diversity promised to give them maximum versatility and utility on the battlefield and it was greatly encouraged by Dr. Essex and Mangum.

Scott Summers wielded truly awesome power in terms of his energy blasts and brought the team a great deal of firepower that could effectively take down the overwhelming foes they were sure to face. Such power would allow him to focus great force on a specific area, giving him an undeniable presence on the battlefield. This power also gave him extra strength that may not have been as strong as Vincent, but it still gave him the ability to tear through solid steel with his bare hands with relative ease. Such firepower and inner strength, all the result of being able to tap any of the vast amounts of energy that surrounded him at any given time, gave him, as Dr. Essex so often described, the power of a nuclear bomb in the palm of his hand.

And among the many skills he and his friends became proficient in, he had also proven himself to be a superb pilot of basic and semi-advanced aircraft, which would definitely prove useful in future missions. Also, over time Scott had shown that he had exceptional leadership abilities. In the heat of combat, he could keep a level head and make split second decision, deliver them to the rest of the unit, and carry them out in a matter of seconds. The others came to trust his decisions in the utmost and they followed them quickly and efficiently, making Scott the perfect field leader for the team while they were in combat.

Jean Grey's powers had made her one of the most powerful psychics that had ever lived. Her delta level telepathy and telekinesis were powerful on levels that even the scientists and former Psy Ops agents found impressive. In addition, her pyrokinetic abilities gave her a medium for destruction that would prove very useful in certain situations. With these powers, Jean had specified a few rather important skills that she would bring to each battle Shadow Cell took part in.

Because of her telepathy, it gave her an unrestricted view of any and all minds on a battlefield within a limited range. So there was no running or hiding for the enemy, meaning that it would be Shadow Cell that always had the stealthy edge. Along with detection, her telepathy proved to be a very useful tool for communication between her and her allies. It practically eliminated the need for radios and made it impossible for any enemy to listen in or take records of what their presence.

And thanks to the enhancements done to her powers, Jean had the perfect aptitude for the art of interrogation. With her powers, mental shields could be shattered like glass so no information could escape them. She was trained by Magnum and a legion of ex-CIA operatives to make her the most powerful and efficient interrogator that ever lived. Along with her destructive telekinesis and pyrokinesis, she had a well balanced style of both offensive and defensive powers that would make her a powerful force on the battlefield.

For Vincent Freeman, he had proven himself to be the major powerhouse of Shadow Cell throughout his training. His strength, speed, and invulnerability made him the kind of soldier that could be sent into the thick of the conflict. With CQC mastery and power over both mind and body, Vincent had shown that he could easily take down swarms of enemies without a scratch and could take being shot, burned, stabbed, electrocuted, crushed, and pretty much any other danger the battlefield could throw at him.

He took mostly to heart the marine and CQC training that was built around hardening the mind to the point where it had a focus that could not be affected even by a morbid past. For someone like Vincent, whose past was never very far from his mind, such a skill was a real godsend because it gave him something else to focus on other than his past.

In addition to his overall strength as a soldier, he had also proved himself to be the best when it came to information gathering. Because of his photographic memory, he was given special training by ex-CIA and Delta Force personnel to make him the perfect spy for sensitive data. His powers and skills had helped him grow into a truly powerful warrior of Shadow Cell, one who took to heart many of the aspects both Magnum and Dr. Essex preached such as honor and valor. This was mainly due to the always lingering memory of Mr. Kansuke and Father Michaels, who he always thought about and would take comfort in knowing that he could honor their memories with what he doing with his life and what he could do as a soldier of Shadow Cell.

Wanda Maximoff's growth as a soldier of Shadow Cell was nothing short of miraculous in the minds of many of the sergeants and scientists that worked with her. When she first came in, it was hard for anyone to believe that she would make it as a soldier like the others…But time and time again, she proved them to be dead wrong. Wanda had learned with a determination unlike no other to master the arts of being a soldier. Whether it was CQC or mind/body training with her powers, she had a drive to become strong that was second to none. Being deemed weak and unworthy had left some lingering trauma in her young mind and memories of what her so called 'father' did to her were never far from her mind…But that only fueled her drive to become stronger. She may have had to deal with a pretty sizable learning curve, but she adapted with uncanny skill and had developed her own specific niche in the unit.

Because of her powers, Wanda had the power to bring truly awesome destruction, so one of her major fortes was demolition. Her hexing powers gave her the ability to bring down pretty much any structure and make it look like an accident…A vital skill for an organization that needed to stay secret. It also gave her the power to paralyze people and machines while exerting powerful control on any other objects in her surrounding environment. Such powers would give her a knack for causing distractions and disabling key components of the enemy's arsenal like electronics and firearms. And with the sensitive missions that Shadow Cell would be working under, such skill was necessary to stay one step ahead of the enemy.

In addition, her knack for destruction made her perfect for explosives training and thanks to Magnum, she had the best authority on explosives in the world. With help from her mentor, she gained the ability to construct and deconstruct pretty much any type of bomb in existence and do it with a level of precision and skill that few others could ever hope to master. Understanding her powers gave her a true understanding of destruction and probability and because of this she was able to make everything from a car bomb to a nuclear bomb if she had to. She could build them and un-build them with great care, making her a very explosive element on the battlefield, giving Shadow Cell's chances for victory with each mission all the greater.

X23 was somewhat of a special case when it came to her recruitment in Shadow Cell. After being tortured and trained by Hyrda her whole life, it was a bit of a challenge to undo some of the things they did to her. Initially, she was supposed to be just a cold blooded killer…But Shadow Cell didn't need killers, it needed soldiers. And X23 was perfect soldier material. With training from Magnum and her many drill sergeants and help from her friends, she began to think of herself as less a living weapon and more a born soldier. Learning emotions both on and off the battlefield had given her a new view on things, particularly her purpose and path in life. Doing as she was told all the time as she did with Hydra was one thing…But actually fighting for something was another. It seemed to push her all the harder as she worked to master skills that Hydra never would have taught her.

With her advanced healing, X23 was perfect for getting in and out of high risk areas of danger. With the help of Dr. Essex and his mind/body specialists, she learned how to center her thoughts and focus her mind instead of simply letting her rage drive her…Although that part of her mentality was something no amount of training could ever erase. But combined with both focus and determination, X23 was able to take a lot of physical pain, yet keep going strong despite it. She even held an impressive record of being able to make it through one of the advanced obstacle courses with 15 bullet wounds. Healing also made her vital in infiltrating highly toxic areas like nuclear reactors and extremely hazardous areas as a result of chemical contamination. While Scott, Jean, Vincent, and Wanda had powerful healing as well, it was still nowhere near the level as X23.

In addition to her healing, X23 took quite well to CQC training. The former living weapon came to see Magnum as almost more than a mentor because of all the skill she taught her. Her agility, mindset, and drive made her perfect for the mastery of CQC and in conjunction with her adamantium claws, it made her a truly deadly force to be reckoned with. Her weaponized body gave her capabilities in terms of both agility and execution that nobody else could ever manage and she was practically unbeatable when it came to close range combat, for only Magnum could take her down now.

Also, because of her enhancements from the bio-mutagenic accelerator, X23 had developed a great deal of new strength in both her body and mind. Being created for the sole purpose of being a soldier seemed to be written into her mutation since Hydra chose only the exact features that would make her strong. With the accelerator, she had strength that surprised anybody unlucky enough to have to fight her, especially for a young girl, and she had a focus that could almost make her entire world slow down in her mind.

Given such skills, X23 was perfect for gun slinging. From early on, Magnum saw her aptitude for handling guns and firearms and she pulled out all the stops in teaching her how to master it. Her powerful agility and drive made her a near flawless shooter when it came to guns and could get off enough shots from a standard pistol to kill an entire platoon of enemies before they could even fire a shot. She had the power to shoot her way through any crowd of enemies with almost a sense of grace, for she made it look so easy and the only one who could match her was Magnum.

Because of her exceptional skills with guns, X23 took the most care in hand crafting her own. Like the others, she used adamantium parts to make her firearms indestructible and one hundred percent reliable, but unlike the others she made special adjustments that worked alongside her near superhuman aptitude for gun slinging. Her guns were specially crafted to handle both regular and special caliber bullets and were crafted with a special mechanism that allowed her to change clips of ammo with little or no hesitation. In addition, instead of just two guns like the rest of her friends had made, X23 had three guns that she would carry into battle. This was mainly because she didn't need a knife like the others since she had her claws, but having three guns also worked to her advantage because it meant she always had a spare in case the situation grew extreme.

Along with gun slinging, X23 showed a natural aptitude for handling pretty much any kind of firearm with great skill. She grew very good at using assault rifles, rocket launchers, and machine guns. However, one gun that she proved herself to be most proficient at was the sniper rifle. Thanks to her superhuman skills of focus and drive, X23 proved herself to be one of the best snipers in existence. Along with her handguns, X23 also crafted a special, super ranged sniper rifle from a standard M1. With a special gun and special skills, she had sniping abilities that were once deemed unimaginable by her drill sergeants. She practically doubled the maximum range of even the most well trained sniper and was capable of operating completely independent of a spotter. With the power of sniping, gun slinging, CQC, and her own animalistic senses that gave her a clear and concise feel of the battle, X23 was truly a soldier the likes of which nobody had ever seen before and as a part of Shadow Cell, she would prove to be most vital in their ever ongoing pursuit of victory.

In the ever evolving organization that was Shadow Cell, the five mutant recruits became more than just a unit…They became a family. Dr. Essex, Magnum, and even the General to some extent had become almost parental figures to them as they grew from young, traumatized children to full grown mutant soldiers.

As a unit, they worked with a level of cohesiveness that truly made them seem like one entity…Not just five powerful mutants forced to work together. They were all very close since they had helped each other so much through all the hard times they had to face both before and after they were recruited. Some like Scott and Jean or Vincent and Wanda were even closer than that, but they all worked together no matter what. It got to a point where they could very accurately predict each other's moves and read the looks on their faces even though they had all been so hardened from their training. But this unique gift was more than just a result of friendship…It was a result of so much more as they all lived and grew together.

With the mastery of Army, Marine, Navy Seal, Delta Force, Special Ops, CIA, CQC, mind/body, survival, and medical training along with a multitude of other aptitudes gained through their extensive and rigorous training that seemed to go on without any kind of rest whatsoever, the five mutants of Shadow Cell were deemed nearly ready for combat. It had taken over five years and a truly intense level of training. Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 were now beyond mere soldiers…They were in a class all their own. Tragedy had had given them all early lives that they'd much rather forget and rigorous training and conditioning had turned them into true warriors.

Now, their lives before Shadow Cell were completely non-existent. They had no past…And as far as global authorities were, they weren't even born. They truly were shadows…Living in the depths of secrecy that the true wielders of power and truth required them to exists in. However, to them it did not matter. Their past was something they were all too willing to give up. Now they had no other life other than that of Shadow Cell. Every day, they trained themselves to be stronger, faster, and more powerful than they were the day before. Combat was their only purpose…Victory was their only task…And they would carry out these lives they had built to their fullest extent for as long as there was a breath in there bodies. And if victory every required their deaths…So be it. Their cause was not just one of peace, honor, valor, and patriotism…It was also one of simple drive…The drive to fulfill the mission.

However…In order for them to become true soldiers, they had to pass one final test.

* * *

Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 were all running an advanced infiltration course in the holographic VR simulator located deep within the Shadow Cell base. With so many resources at their disposal, Shadow Cell could afford the best VR technology money could buy with fully tangible holography and real danger…Perfect for training soldiers.

Over the years, the five mutant teens had spent a lot of time going through scenario after scenario with such technology. It helped give them experience in a controlled environment that would eventually help them function more efficiently on the battlefield. It was almost kind of like a high tech video game in the eyes of those who saw it…Nearly indistinguishable from the real thing. There was blood, destruction, and pretty much anything else one would find on the battlefield. Yet still…There remained one key difference that always bothered Magnum and the many drill sergeants they worked with…It wasn't real.

Even after arduous mental training that was meant to strengthen their will and drive while also breaking down certain parts of their being so they would be willing to go beyond their usual boundaries to get the job done…The five mutant soldiers still had yet to face the most difficult part of being a soldier…Killing.

Magnum knew from experience that killing was an experience like no other. For some…It destroyed them. For others…It empowered them. She had been working with them for years preparing them for such a step. They were all now very hardened both physically and mentally. They took their lives as soldiers very seriously…Fighting through each challenge with a level of drive determination and desire that could not be matched. And while nobody could deny just how tough they were…But only with this one crucial step would their future as soldiers be forever sealed.

"Time is running out Shadow Cell!" yelled Magnum from the observation deck of the VR room as she watched her pupils make their way through a high level infiltration scenario, complete with live gunfire and danger, "You're starting to lag behind!"

Down in the training area, the five mutant soldiers were fighting hard through challenge after challenge. This program was really throwing everything at them…Bombs, RPGs, automatic weapon fire, and even a few hostage situations with mockups of enemy terrorists dressed in standard camouflage with black masks covering their faces. However, they had gone through such tasks in VR many times before and were making their way through as they would any other…Not suspecting anything being amiss.

"Come on guys!" yelled Scott, firing several optic blasts at a few terrorists trying to shoot at them from a truck with a mounted M60, blowing them away in a heap of twisted flesh, "They're slowing us down! We can't let them get away!"

"Don't worry Cyclops…They won't!" yelled Jean over the gunfire, who stuck close to Scott like she always did as she turned up the heat of her pyrokinesis, "We'll just have to punch our way through!"

"Leave it to me!" said Vincent, who was using his invulnerability to draw the fire away from his comrades, "I'll clear the way! Cover me!"

"Don't worry Mayhem…We've got your back!" said Wanda, who was using her hexing powers to deflect bullets away from her and X23 while they unloaded round after round into the surrounding guards.

With his back in safe hands, Mayhem proceeded to use his super speed and flight powers to turn himself into an unstoppable flying ram. Several of the sentries tried to slow him down with RPGs and high caliber machine gun fire, but it did little, if anything, to stop him. And once he made impact with the outer wall separating them from their destination on the other side, the ensuing shockwave cleared the way for his comrades while also taking care of a couple of pesky gunmen.

"It's clear!" yelled Vincent to the others, "Hurry before they send reinforcements!"

"Right!" said Scott in response, mowing down a few more gun toting terrorists as he issued the command to move forward, "Come on team! Let's move! Let's move!"

With X23 using her gun slinging tricks to provide cover fire and Jean and Wanda using their powers to shield them from any remaining projectiles, the five mutant soldiers converged on the other side where their primary targets resided. They had gone through several intense layers of defense to get to this point and now they were finally on the verge of completing their task…This time in the form of six high ranking terrorists commanders, all fully armed with advanced MP5s.

As they entered the area, they were faced with a few more surprises…Most likely last minute tricks the programmers threw in to test their wits.

"Wanda look out!" yelled Vincent as he saw a guard appear from the shadows and point his AK-47 at her.

Instinctively, the Vincent's training kicked in and he used his super speed to jump in front of her, taking each bullet and snapping the neck of the guard that dared to stand in their way. But this wasn't the only surprise they faced.

"Cyclops! Ambush!" yelled Jean, using a quick telepathic sweep to see a full ambush just waiting for them down the final stretch.

"I see them!" said Scott as he unleashed an optic blast to blow them away while using his CQC to take care of those that were too close.

Jean and X23 aided him as they too were forced to fight it off, using a mix of deadly telekinetic waves, pyro bursts, gun slinging, and adamantium claws to take them all down. Then, once Vincent and Wanda caught up with them, they were ready to enter the final area.

Scott energized his body and delivered a single, supercharged punch to shatter the reinforced door, destroying the last obstacle in their way and leaving the path clear to their targets.

"GET BACK!" yelled one of the six lead terrorists as they immediately pointed their guns at the five mutant soldiers.

"GO!" yelled Scott as he and his team opened fire, using their split second advantage of surprise to mow down the six targets with a hail of gunfire, optic blasts, pyro bursts, hex bolts, and energy blasts.

The six bodies hit the ground in a bloody heap…Successfully completing their mission. And once the chaos of battle subsided…The five mutant soldiers were finally allowed to catch their breath as the holograms powered down. Only…Once they were gone…They were in for a truly shocking and unexpected surprise.

"Hey…What the?" began Scott, but he didn't get chance to finish as the realization of what had just happened finally set in.

All the holograms faded…Every last charred area and mangled corpse disappeared…All except the six men they had just gunned down. The room returned to it's bland, metallic state…But lying on the floor were six unmoving bodies with a pool of blood forming around them. It wasn't something they expected…It wasn't something they even thought twice about…But the people they had just killed…Had been real.

"Oh my…Are they real?" asked Wanda, confused at what had just happened.

"I…I thinks so," said Jean as she took a step closer to check and see that these men were indeed real.

The blood from the bodies spread until it reached their feet…And yet even after having taken these lives, the five mutant soldiers simply stood there in a daze…Their minds processing what they had just done. For the first time…They had just killed somebody. It wasn't a hologram…It wasn't a dummy…It wasn't some intangible, lifeless form…It was a real human being. So much hard training had made them so indifferent to the prospect of taking lives over the years…But now they had truly done it…They had ended the life of another.

Until this moment, they never really thought about it. Until this moment, they hadn't been faced with such a scenario. Yet now…Here they were…Killers.

"What…How…" began Vincent, finding this more difficult than the others because despite all his battle hardened training, he still never forgot some of the morals Father Michaels and Mr. Kansuke instilled upon him.

It was hard to process even for a bunch of battle hardened youngsters that had been trained to be so hardened and strong. Even X23, who was practically raised to be a living weapon, found it hard since she never truly thought about it until now. They were all dazed…Yet they didn't show a hint of emotion, for the affects of their deed was now mixing with the training that had been instilled in them…Causing many internal conflicts that seemed to rage within them.

Then suddenly…They were brought out of their daze by the strange sound of clapping from Magnum…Who had just entered through the secure hatch to greet her pupils after having seen them accomplish what she hoped they would.

"Congratulations my most prized pupils…You've taken the final step," she told them in her thick Russian accent.

"But…How did you…Are…Are they real?" asked Scott, struggling to keep his usual demeanor around one of their most respected teachers.

"Yes…True flesh and blood…A bunch of 'volunteers' from Fort Leavenworth who were on death row," said Magnum, confirming what was all becoming so clear to them.

"But…Why?" asked Vincent, looking down at his guns that he had just used to end a life for the first time.

"Because…As strong as you have become over the years…There has been but one part of your training that cannot be avoided…Your capacity to kill," explained Magnum, "Right now…You are conflicted…Yes. But consider this…Had you not pulled the trigger, those six men most certainly would have. And it's not just them…It was all of the holograms. They were all firing live ammo…Each one just as capable of doing the same kind of damage as the real thing. Whether it was them or the real thing…You all made a choice when you took them down."

"Choice?" said Jean, not understanding, for her mind was still a bit dazed after having just been behind her first death, "What do you mean, choice?"

"The choice of killing…" explained Magnum, "It's simple really. It's a matter of assessment…If you don't kill them, you've got a death on your conscious…A death you could have prevented. But if you do…You're a killer. It's a choice I make every time I pull the trigger…And it's a choice I don't take lightly. And you shouldn't either."

The five mutant soldiers were still a bit conflicted…But as they looked back down at the dead bodies and back at themselves, it finally began to dawn on them…It finally began to sink in. They were killers now…They had just killed. And yet…Through all the training, the discipline, and the mindset of being a soldier…They managed it. They killed those who would have in turned killed or hurt others. And the price they paid for stopping those who would have hurt others was becoming a killer…A price that they had all just paid whether they liked it or not.

Yet the more they thought about it…The more everything seemed to come together. All the training, hardship, and philosophy of becoming a soldier all seemed to culminate in that one moment. It was like a strange religious experience…Taking their cause to the next level. A part of them still felt conflicted…But the more they thought about it, the more it settled within their minds. They were killers now…Plain and simple. They were soldiers that were willing to kill…And even though it took a moment, their minds were finally beginning to accept it.

"So…We're killers now," said Vincent, still coming to terms with it, but slowly beginning to accept it as his mind began to adapt to the feeling along with the others.

"Yes…" said Magnum without hesitation, "It is the most difficult thing about being a soldier…Yet only those true of heart and spirit can ever complete the cycle. It'll take some time to adapt…But eventually, you'll all come to see such deeds for what they truly are. Some say killing is never justified…Yet is letting those who could have been stopped live on and inflict such grave suffering any more justified? Is taking one life that would have in turn taken many truly unjust? But justice or not…Such things have no place in your case…For you are soldiers now…True soldiers. You are no longer students or recruits…You are warriors, tried and true…Bearing all the means necessary to carry out the mission. And now…You are complete…It is only a matter of how you choose to use the power and will that you have been blessed with that will ensure whether or not you face victory or defeat on the battlefield."

And with that, Magnum left her five pupils alone so they could have some time to think about things. But in her mind…The final step had already come and gone. There was no turning back now and they knew it. The feeling of killing wasn't something they enjoyed…But it wasn't something they considered unpleasant either. And through it all…They truly did feel different about it. And even with the lives they had just taken…They didn't necessarily feel like killers in a sense. No…They felt like something much more…They felt like…True soldiers.

And unknown to any of them…Dr. Essex had seen the whole thing and a smile hadn't left his face the whole time. Now…His prized and beloved students had finally taken the last step. He felt so proud…So overjoyed now that his creations were complete. They were true soldiers now…And from this day forward they would be ready to carry out their duties to their country and Shadow Cell…Until the day came when they would fulfill their 'true' purpose.

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AN: Well, Shadow Cell is officially open for business! And boy does Dr. Essex seem ecstatic, and for good reason…But you'll find out more about that much later! Now Cyclops, Phoenix, Mayhem, the Scarlet Witch, and X23 are ready to become that which they have trained so hard for. I know this chapter didn't have much dialogue, but I wanted to fill in the gaps. And now that I have, this story promises to move onto the next step and trust me…You won't want to miss it! So what do you think of this fic so far? The main intro of how everything comes into being is over now and I'm eager to know what you all think of it. Please tell me! Email me your reviews at my email address or post them on the fanfiction website! Either way is fine as long as you REVIEW! Thanks a lot for reading everybody and I wish you all the best!

HEY! DON'T GO JUST YET! REVIEW!


	14. Just Another Day

**Sinister Soldiers  
Chapter 14: Just Another Day**

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The reviews are picking up once again! Thanks everybody! Keep them coming! Now here's a quick word to those who took the time to review!

**KSimonT-X: **Yeah, it is a really Sparta-like existence when you think about it. It's all so highly regimented and rigorous that it really does change how they function. And as for the kind of enemies they'll face, read on and find out my friend! And I agree, Mayhem is one of the best OCs in X-men fanfiction! I'll be sure to let Agent-G know that! The drama is going to keep escalating with this and in "Hellfire and Brimstone" so stay tuned my friend to see where this all leads! Thanks a ton for the excellent review! I really appreciate it and keep up the great work on your stories as well! Peace out!  
**Heartsyhawk: **Yes, killing is never easy my friend. But like all soldiers, the five mutant soldiers have been hardened and broken down to the point where they do have the capacity to kill. And now that they have…They can truly call themselves soldiers. Killing is a harsh reality for all soldiers and Shadow Cell is no exception. Their situation is very unique given their strict, regimented lives and this chapter shows just how far they've come! Well, I hope you continue to read and enjoy my story my friend! Trust me, things will continue to evolve for Shadow Cell…Remember, Dr. Essex is still a factor! There are plenty of secrets left to tell and I hope you like them my friend! You rock and thanks for so many kind reviews! Peace out!  
**Agent-G: **Yeah, the tattoos were just my own personal touch to truly set them apart from their counter parts in the regular Evo world. And as for the uniforms, I finally describe them here with the color scheme we both discussed. As for your views on Magnum, you're not that far off from the truth…She is seriously warped. And I'll show just how much so later one when I reveal her real intentions! Thanks as always for the support my friend! I can't tell you how much it means to me! Oh, and be sure to check my description of Vince's booster powers! If I mess it up, tell me! Stay cool like you always do my friend! You rock! Peace out!  
**Jenskott: **Glad you like how I showed them growing up with this. They really went through a lot with this and the last chapter shows just how different they are in this world. As for the tattoos, I just thought that would make them look cooler and set them apart from their counterparts in other X-men universe! This chapter finally catches up with Evo's timeline and very soon, you'll see just how different things are! Thanks a ton for the review my friend! I appreciate it! Peace out!  
**GothikStrawberry: **Yes, as twisted as Magnum is, I wanted her to have a few good things to say in the end. But don't forget…There's a reason why Magnum is the way she is in this…You'll just have to wait and see! There's still plenty to come so stay tuned and I hope you enjoy where I take it! You rock my friend! Peace out!  
**Simba317: **Oh happy days! One of my favorite reviewers has returned! Man I'm glad to see you! I so missed your reviews! I'm glad you like where I'm taking this fic. You're back just in time to see things catch up with the Evo timeline! Now, the five mutants of Shadow Cell have their roles and their specialty. I intend to show this with what they take on in this and later chapters, so don't think I'll skimp on the details with that! The last chapter showed Shadow Cell taking the final step in their quest to become soldiers…Killing. It was done in a way meant to blur the lines of what's real and what's not and they only realized it when the shroud of lies was gone. Now they're not kids anymore…They're soldiers. And you'll see just what an impact that has on things later on with this fic! As for Dr. Essex and Magnum…Both of them have a reason for doing what they're doing, but that'll be revealed all in due time! It's great to see you again my friend! I really did miss your reviews! They are always a joy to read! Thanks a ton my friend! Welcome back! Peace out!  
**Wolviesfan: **Always nice to hear from someone new! Thanks my friend! As for what you said about them learning, recall that the bio-mutagenic accelerator didn't just enhance their powers, it enhanced all their cell functions, including brain functions. This means they have the ability to learn at super human speeds and that's why they learned so quickly. As for the adamantium bit, Shadow Cell is a super secret organization with power and influence that exceeds even that of Weapon X, so they would naturally have greater access to such materials for their use. But, nitpicks aside, I'm honored that you took the time to review my fic! Thanks again for the kind review and I hope you continue to read and enjoy the story! Peace out!

Also, a special thanks to: **Quillian, KaliAnn, X00001, Mrs. Jean Grey-Summers, Mark C, Silverdash, Aaron, Maddisonavenue, Jaguar, Amazing Redd Phoenix, and Aprun.**

Keep the reviews coming! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

Oh, and for those of you who were fans of "Extermination," my good friend Quillian has been kind enough to write a spin-off to it! It's called **"Aftermath" **and it's under his account, so please check it out if you get a chance!

AN: This takes place along the timeline of the show now. In short, it takes place 3 years later. Scott and Jean are 18, Vincent and Wanda are 17, and X23 is 14.

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In was a cold, stormy night in the skies over the rugged Hindu Kush mountains of Afghanistan. Both the land and air were seemed even in their unforgiving nature towards anything and anybody that was caught in its path. The terrain below was rugged and rough…The sky above was dark, cloudy, and flashing with lightning. Yet despite this, a lone plane flew over the clouds at an altitude of 80,000 feet.

The plane looked alien…As if it were truly something not of this world. It was pretty much one giant wing that looked as though it could cover a few city blocks. It was completely black and the surfaces were completely smooth…Making it sleek, fast, and stealthy. It was an aircraft that was made NOT to be seen by radar or any other means. However, this aircraft was not piloted by aliens…It was piloted by human being.

"Speed holding steady at 700 knots…Bearing set at vector 347. We're just passing over Kabul and we should be over the target area in T-minus five minutes," said the pilot.

"Excellent…" said the Colonel, who had heard the signal from his position in the main control room, "Keep us level and watch for sudden downdrafts. The air up here is very unforgiving."

"Aye sir!" said the pilot as the engines roared through the stormy skies.

Behind the cockpit stood an impressive layout of highly advanced computer systems with processing power and capabilities far beyond anything both the public and the regular military could ever dream of. Every system monitored the area below in every possible scope from infrared to radio communications. Overlooking this vast network was the Colonel, ready at a moments notice to take immediate action to abort the mission, but given their track record…That was a remote possibility at best. Standing beside him was Dr. Nathanial Essex, who wielded no power during times like this and was only allowed to talk to his pupils as they did what they had been trained to do so well for the past eight years. Magnum was also there, watching dutifully as Shadow Cell was once again trust into another situation that threatened the whole of civilization.

"Colonel…All systems are a go," said one of the female computer operators, "It looks like that so called plant up ahead is in full swing even at this hour."

"If our enemy never rests…Then we must do the same," said the Colonel, "How's our cargo in the bomb bay doing?"

"Who, Mayhem?" asked the operator as she looked at the camera overlooking the figure of Vincent Freeman standing nearly motionless in the dimly lit bomb bay, "He's pretty much the same as he has been since we took off. Must be doing that meditating thingy he and the others do again."

"Figures…" said the Colonel, rolling his eyes somewhat, "How are our troops on the ground?"

"Just a second Colonel…I'm sending them a radio signal now," said the main female computer operator as she switched to a lower encrypted bandwidth that all secret communications were done through.

On the ground, four ominous figures stood upon the rough, unforgiving ground in the face of frigid cold and complete darkness. They were all dressed in special suits that were standard for only the most advanced tactical units. They wore rugged, black boots, mildly tight, yet still flexible pants, black gloves, and an all encompassing matching upper body suit. Strew along this suit were special arrays of straps and compartments that all soldiers had for carrying supplies. And in addition, the two holsters that carried their specially hand crafted guns were strewn along both sides of their hips for easy reach and a compartment for their hunting knife was fitted in a special holster just above their chest. Each part of this highly advanced outfit was specially designed and customized for all of them. Each one had a slight different color variation mixed in with the predominantly black outfit with Cyclops's having a touch of light blue, Phoenix having green, the Scarlet Witch having red as her name implied,Mayhem having a slight gray/black mixture for urban combat scenarios, and X23having all black for when she had to hide in darkened places. They were uniform of soldiers…But not just any ordinary soldiers. They were the uniforms of Shadow Cell…The uniforms that were worn into the thick of danger.

Cyclops, Phoenix, the Scarlet Witch, and X23 all stood in silent wait for their signal to initiate the mission. Cyclops, Phoenix, and the Scarlet Witch were all on a ridge not far from the perimeter of what looked to be a refinery or chemical plant. It looked somewhat inactive from a distance…But to the well trained eye, it was just brimming with activity. X23 was further away at a vantage point over 500 yards away. She was tasked with a special role for this mission…A role she was known to be the best at. She was equipped with her specially handcrafted sniper rifle and it was completely set up upon a rock where she was silently waiting and overlooking the facility…Watching as figures went in and out, carrying drum after drum of mysterious cargo.

"Man I swear…You could probably sneak a fucking freight train past the boarder patrol in Pakistan," commented Wanda as she laid low with her two other comrades in an area a mere 200 feet from the guarded perimeter.

"It's probably been done before…" said Jean as she used her telepathy to determine just how many enemy soldiers they were dealing with, "And with all the times we've been to this neck of the world, you'd think they'd give up trying to pull anything off here by now."

"Slow learners…" said Wanda as she kept her tone low while Scott was busy looking through a set of binoculars with night vision to look over the area, "So what's in those barrels this time?"

"Well part of the mission is to annihilate this place, Wanda," said Scott as he surveyed the layout of the area that he and the rest of the unit had studied on the long trip to this god forsaken area of the planet, "So I doubt it's filled with medicine."

Just then, their small, specialized radios went off as they got the signal they had been waiting for.

"Ground force…Can you hear me?" said the Colonel into the specially built earpieces that delivered the signal to the team of mutant soldiers.

"Loud and clear Colonel…" answered Cyclops as he kept his sight on the facility through his night-vision binoculars.

"Is everything in position?" he asked as he stood safely above the danger in a high flying B3 megafortress.

"Affirmative…" answered Cyclops, "We're all in the cliffs to the rear and X23 is in place. The front entrance is crawling with fully armed troops, all equipped with enough stolen AK-47s and M63 machine guns to fight a war in North Korea."

"As was expected," said the Colonel, "But you should all be more than capable of handling them."

"We've faced larger forces before, Colonel. You know that," said Cyclops as he watched the activity level heighten within the facility.

"But that's no reason not to take this any less seriously," said the Colonel in response, "This is a vital mission that not even SHIELD would want to risk, but it must be done. Those drums contain enough modified VX influenza to kill every man, woman, and child in the Western hemisphere three times over."

"VX influenza? That virus that makes anthrax look like a skin rash?" said Phoenix, who was also overhearing the signal that was being transmitted to all of them, "I thought we got rid of that shit back in Russia with that splinter group that stole it from the North Koreans?"

"Unfortunately there was a deal beforehand that we just learned of," explained the Colonel, "Part of the initial base strains were sold by a rather crafty profiteer that the Taliban tried to use during Operation Enduring Freedom…But they couldn't manufacture enough of it to make it effective."

"So they went into hiding and have been making it on their own time while most of America is focused on Iraq…" said Wanda, knowing well enough by now how the terrorist game worked, given what they had dealt with before, "And it's in a region close to the Pakistani boarder so it's untouchable by pretty much everybody who wants to avoid an international incident."

"Well said Scarlet Witch," said the Colonel, feeling it was getting rather redundant explaining certain details to missions at this point with everything Shadow Cell had done these past three years since they were put into action, "Which is why you all have been given the task of neutralizing it before it can be deployed."

"Lucky us…" said Cyclops as he heard shouting in Arabic in the distance.

"They're moving the virus out tonight and almost all their primary and secondary personnel teams have come to help," continued the Colonel, "So that means that if we don't stop them tonight…We could have a serious problem throughout major population centers all over the Middle East and Asia by morning."

"So that's why they picked this unruly hour of the night to move out…" said Cyclops as he and the others stood poised to secretly storm the area and put a stop to this grave threat.

"Exactly…" said the Colonel, "Now remember, you won't have a lot of time with this one."

"Yeah, when do we ever?" scoffed Phoenix as she fed images of the layout via telepathy to the rest of the unit.

"Unfortunately…That's how the game is played," said the Colonel, getting somewhat annoyed by their remarks, "And since this is a rather sensitive mission, we'll be watching over you for a change 80,000 feet above in the B3. We'll also be delivering a special…Package via airdrop in a few minutes. That will be your signal to enter."

"Sounds good to me…" said Wanda with a smile, knowing full well the kind of 'package' that the Colonel was talking about, for it was an expression she never got tired of.

"Oh, and another thing…Dr. Essex is here with me," said the Colonel.

"Dr. Essex?" said Cyclops, feeling somewhat shocked along with the others since they rarely came on missions, "What's he doing here?"

"Support Cyclops…I'm here just for support," said Dr. Essex as his voice filled the radio waves of their communicators, evoking somewhat of a reaction in all of them, for this was their mentor speaking.

"Doctor…" said Phoenix, not knowing what his presence here implied.

"Relax my dear students…I volunteered to come here because it is vital for you all to understand that no mission must be seen as 'just another task' for Shadow Cell," said Dr. Essex as he spoke in the wise, knowledgeable tone that they had all come to know so well, "Each day…Each mission…It all brings new challenges for the five of you to face. Whether it be the jungles of the Congo or the deserts of the Middle East…No mission must be seen in the same context as the last. Now I know you all have been fighting and succeeding so dutifully these past three years and it seems that it has gotten to the point where the unit merely moves from crisis to crisis. Yet you must never forget that each mission is like your first. Experience is but a relative term and sometimes one must be reminded of that which makes us all inherently flawed."

Such words gave the soldiers of Shadow Cell something to think about as they prepared to go on yet another high risk, world threatening task. With all the logistics they had learned in order to become soldiers, it was often quite easy to forget the philosophical, humanistic aspect. Dr. Essex, along with Magnum, had become the only anchors keeping them tied to both sides of the spectrum for that of the duty of a soldier…And the spirit of a soldier.

"So what does that make us in this instance?" asked Cyclops over the radio, unable to fully commit his attention to the facility at the sound of Dr. Essex's voice through their communicators.

"It only makes you indifferent to the prospect of success or failure," explained Dr. Essex, "With every one of your great successes…It's easy to forget just how many people are able to live to see the next sunrise because of what you've accomplished. As a soldier…You're trained to be apathetic to all except that which you are told. Yet as a warrior…You must never forget the emotions that drive us all to go above and beyond the mere scope of completing a task. So with this mission…I am here to remind you that no matter how powerful a force you all have become…You are only as strong as the will that you wield."

As these words permeated through the five mutant soldiers of Shadow Cell in their respective area, it helped strengthen their resolve to see this mission through. No matter how many times they faced death both on and off the battlefield, they always had one thing to hold onto…Each other. As a unit, they functioned solely as one, but with the guidance they were given, they were far from being machines. Each individual played their part and fought with every ounce of determination and drive…Yet they always managed to function cohesively. They had grown up together…They had worked to overcome the past together. And now their most solid hope resided in the bond which they all shared…Some more than others.

The mission was on…It was all that mattered now. Life and death were meaningless to them now…Only the mission was their focus. With heightened determination, the five mutant teens that had become the most unstoppable secret force in the history of American military might stood poised to fend off global catastrophe.

"Are you done Dr. Essex?" said the Colonel in a somewhat sarcastic tone as he once again took over, "Now…One last final check. Are you all in position?"

"We're good to go Colonel," affirmed Cyclops as he and his two nearby comrades readied themselves for the fateful moment to come.

"I'm ready…" said X23 as she remained motionless with her sniper rifle firmly in hand upon her perch far back from where her three other teammates were preparing to storm the base.

"Good…" said the Colonel as he switched frequencies to the lone Shadow Cell soldier that currently resided in the aircraft bomb bay, "Mayhem…Did you get that? Do you read?"

In the bomb bay, Vincent Freeman was standing tall near the area where the aircraft would open. It would expose him to bone chilling temperatures that would instantly freeze anybody else who dared to venture outside. He had a specialized mask and cover over his usual uniform that hid his face.

"Mayhem! Answer!" ordered the Colonel impatiently.

"I'm here…" responded Vincent in a low, highly focused tone.

"I can't tell you how annoying that little trick is," said the Colonel distastefully, "I swear, you and the others do it just to annoy me."

Vincent didn't respond to that, not feeling that this was the time to smart mouth the Colonel as he and the others so often did. He stayed focused on the daunting task at hand…One that only someone of his body and power could ever hope to accomplish.

"Anyways, we're nearing the drop point," said the Colonel as Dr. Essex watched with mild amusement at the Colonel's ever present distaste of dealing with the mutants he still despised in many ways, "We're leveling off at just above 80,000 feet. The wind speed outside is around 105 miles per hour and the temperature is minus 96 degrees Fahrenheit. Now keep in mind, you're going to be dropped in the thick of facility. Every guard there is armed to the bone and there's enough deadly cargo surrounding the area to threaten all human life on Earth. Once you hit the ground, the clock starts ticking and your comrades go to work."

Vincent didn't say anything in response again as he simply remained focused on the task at hand just as his comrades on the ground were. They were already in the thick of it…And he was now about to join them.

"I take it from your silence that you understand completely," said the Colonel as he looked at the digital map display to see that they were near the drop point, "In that case…T-minus 60 seconds to drop. Open the bomb bay…"

With a few commands from the pilot, the rear opening of the large, imposing aircraft that was not supposed to exist in the minds of many Americans began to open as a rush of icy air surged through the compartment. Such cold would have frozen even the toughest soldier in their place, but Vincent remained firm and such cold didn't even affect him as the wind filled the bomb bay and he looked out into the darkness of the night sky.

"30 seconds…" said the Colonel as tensions ran high throughout the info center.

Vincent then took a step towards the edge of the bay and looked out onto the thick, stormy clouds that completely covered the area. In his mind, Jean had sent telepathic images of the whole area and with his photographic memory, he had all the guidance he needed through the pitch black night.

"15 seconds…"

Clenching his fists in preparation, Vincent received telepathic word from Jean and the others below that everything was ready and they wouldn't deploy until he made his entrance. In his head, he heard Wanda send her wishes of luck through Jean's telepathy, which actually made him smile somewhat as he prepared to make a leap of faith into the dark night.

"10 seconds…9…8…7…6…5…4…3…2…1."

"Spread your wings and fly, Mayhem…" said Dr. Essex over the radio with an ominous smile as he delivered the final command.

With one last step…Vincent "Mayhem" Freeman stepped out into the icy air of the night and began falling through the sky at great speeds aided by his flight abilities. After a few tumbles in the air, his body stiffened as he extended both arms directly towards the ground below…Using the image and guidance in his mind and memory to make his way towards the target at tremendous speed.

"The package is on its way Shadow Cell…" said Dr. Essex as the Colonel prepared to take themselves offline for the duration of this very secretive mission, "Prepare to make your move. This will be the last word you hear from us. We shall extract you at the given location, but for now…You're on your own. Make us proud my children…Make yourselves proud…Over and out."

With that said, all communication between the B3 and the five soldiers of Shadow Cell were officially severed and no more contact between them was in play. Now, the only contact they would have would be with each other…And that was all they would need.

As Vincent picked up speed in the air, Scott put his binoculars away on the ground as he and the two girls beside him stayed low, ready to being once they got the signal.

'X23…Are you ready?' said Phoenix via telepathy, which was always their main source of in battle communications since it was efficient, clear, and completely undetectable.

'Aren't I always?' responded X23 as she now had several guards in the rear entrance in her scope with her finger now eagerly against the trigger.

'Then its all Mayhem now…' sent Phoenix, 'When the fireworks begin…The clock starts ticking.'

'How long?' asked X23, keeping close track of the movement of her targets.

'20 seconds…' she replied, doing a quick telepathic sweep to check up on Mayhem as he plummeted to the ground at an ever increasing speed.

'Then I think we all know the drill…' sent Cyclops through the telepathic channel that was now reading loud and clear for all of them thanks to Phoenix, 'We fail…Lots of people die. But we won't…Because failure is never an option. Now I know Dr. Essex said we need to see every mission as if it is our first…But I think that there are a few traditions we should never leave behind. So with that…Let's make it happen…'

With an affirmative signal from each one of the five mutants of Shadow Cell, there was nothing left to do other than prepare to carry out that which they had been trained so ardently for. Three years of constant death defying missions in all corners of the world had hardened them all more than any level of training could hope to muster. And as with tradition, every time they were about to begin a mission, they always used the same signal and the same words to symbolize that unity that was Shadow Cell.

'Kuwabara…Kuwabara…' they all chanted via their minds as the final seconds fell upon them.

Vincent "Mayhem" Freeman had used his flight powers to increase his speed to the point where he was going as fast as a falling meteor. A powerful glow of energy had formed around his hands as the friction of the air caused to heat up tremendously, but Mayhem could take it, for his was invulnerable. And with every mission brought new innovation through which they used their powers to great affect against the enemy. And as the young mutant soldier saw the ground coming fast and the wide cluster of unsuspecting enemy soldiers looking completely oblivious that that which they were about to face, Mayhem clenched his fists and activated his special booster powers that made his whole body glow brightly with intense energy…Giving him the full fledged energy of a falling meteor as he prepared to make the impact that would signal the beginning of yet another mission to save millions of innocent lives.

"Let the Mayhem begin…"

Suddenly, the glowing light from the heated air around Mayhem's hands caught the sight of the unsuspecting Afghan soldiers and before any of them could react, a deafening bang rocked the whole area around them. With overwhelming power, a huge explosion from the sheer force of the impact unleashed a bright light that temporarily blinded those unlucky enough to see it and unleashed a shockwave that knocked the bewildered enemy soldiers off their feet and shattered windows all throughout the facility.

Angry cries and yells in Arabic suddenly erupted throughout the air as one of the soldiers who hadn't been blinded saw a figure emerge from the crater. Mayhem knew he was stepping out into a maelstrom as he easily rose to his feet and ripped off the protective covering of his mask and straps, leaving him in his regular Shadow Cell uniform so the enemy would know who they were about to face. And as the bewildered and unaware troops of the Afghan insurgency began to process what was going on, Vincent "Mayhem" Freeman whipped out a bandana that bore the same Japanese symbol that he had tattooed on his chest and wrapped around his forehead.

"It's an intruder! Quick! Kill him!" yelled one of the soldiers in Arabic who was still trying to get some of the barrels of the virus that had been knocked over by the shockwave into the convoys.

With loud war cries of renewed determination, the dozens upon dozens of heavily armed troops readied their AK-47s and began firing at the rogue intruder.

'Why do they always want to do it the hard way?' thought Mayhem as a lifetime of training kicked in as if it were as easy as breathing.

Bullets bounced off him harmlessly as he used his super speed to perform super fast CQC attacks on several insurgents, snapping their necks, crushing skulls, and throwing them in front of bullets that were meant for him. Then, in a blur of high speed skill, Mayhem grabbed one of the insurgents from behind who was manning a high caliber M63 machine gun mounted on the back of a truck and cut his throat with his hunting knife while turning their own guns against them, using the machine gun to hit barrels of fuel and hitting the engines of several convoy trucks, putting them all out of commission.

As the mayhem ensued in the front, the impact had sent an immediate signal to X23 as she sprung into action, firing off over half a dozen rounds at perimeter guards and opposing snipers in the cliffs that Phoenix had detected. Her specially modified rifle, super human senses, and powerful skill gave them all no chance. She was too far away and too accurate with her gun for any of them to even know what hit them as the contents of their heads blown away by the force of the bullets in a matter of seconds.

'Sentries down…' sent X23, signaling her three waiting comrades to spring into action.

'Good, we're going in. Now jump on your bike and meet up with Mayhem in the front. I'm sure he could use your help,' sent Cyclops in response as he used his powers to unleash an optic blast, opening a hole through the gate where led Phoenix and the Scarlet Witch into the rear loading areas of the facility.

X23 wasted no time as she took her sniper rifle up off the ground, slung it over her back, and jumped onto her all terrain motorcycle. As she made her way down the rugged path, her three fellow teammates found their way into the facility through a loading dock where the convoy trucks had been earlier. Several guards came out through the area having felt the impact from Mayhem, but they were taken down by Cyclops's energy blasts and Jean's pyrokinesis.

As they made their way down the corridors of the facility, the lights flickered from the damage done by Mayhem. However, they knew the layout of the facility thanks to Phoenix and they had their targets in sight as they heard Arabic shouting echo through the halls. In the narrow walkways, the three mutant soldiers whipped out one of their guns and hunting knives for CQC combat. In confined areas like this, firearms were usually more effective than powers since they were more focused and in a place of such size, there was no shortage of targets.

With each turn down the halls, they met more and more guards scrambling to get to their emergency posts. Cyclops, Phoenix, and the Scarlet Witch managed to return fire, but some did get lucky and got a few shots off with their AK-47s…However, with Phoenix's telekinetic shielding and the Scarlet Witch's hexing, they didn't have a chance of landing any hits. Some enemy soldiers popped out of nowhere from rooms all along the halls, but they were quickly neutralized and killed with CQC.

The deeper they went the more obstacles they faced. Then, they finally got to one of the main junctures where the path to the most secured areas of the facility diverged and this is where the next phase in the mission was to take place.

'Scarlet Witch! You take the left! That's where their computer room is!' sent Cyclops as he used his gun slinging skills to cap two armed security personnel that had emerged from up again, 'Phoenix, come with me! We have to destroy the main vats!'

'Right! I'll meet you both near the front loading areas!' affirmed the Scarlet Witch as she made her way down the left hallway, hexing three unlucky enemy soldiers and shooting them all in the head with her gun in the process.

'Remember…We need those computer files,' reminded Phoenix, 'Without that data, another one of these facilities will be up and running before the week is out!'

'Don't worry, I know how these pricks operate!' replied Wanda as she briefly stood flat against a corner before leaping out into the open with two guns drawn this time, taking down five more guards before they could get a shot off, 'Radical militants may be great fighters, but some of their computer skills are marginal at best.'

As Cyclops and Phoenix encountered their own difficulties on their end, the Scarlet Witch faced three more high level officials armed with European made MP5s near the main access doorway to the computer room. They knew someone was coming, but they didn't know that she had hexing powers. And as she made her way down the final corner, she used her hexing abilities to make each powerful gun explode right in the faces of the bewildered men carrying them, causing them all to scream out in pain just as they felt their bodies levitated into the air where the Scarlet Witch drained the life out of them and slammed their corpses against the wall, leaving the path to the computer room open.

There was a powerful security lock and a heavy steel reinforced door to the main computer room, but thanks to a little hexing, the door was warped into scrap metal and cast aside as the Scarlet Witch wasted no time and finding the main computer and feverishly typing away to get the info she needed.

As she began to hack the systems as she had been trained so ardently to do, more guards came to the area, most likely out of protocol to destroy all sensitive data in wake of an attack. The Scarlet Witch was forced to divert part of her attention away from the computer screen to hex or shoot each intruder as they came. Then, as her mind worked feverishly to find what she wanted, she hit a snag.

"Shit! PGP pro XL 4 encryption!" she cursed, "This is going to take longer than I thought…"

Then suddenly, another guard stormed into the room, but was quickly hexed to the point where his head nearly popped off as the Scarlet Witch reached into her pocket and pulled out a USB flash drive and inserted it into one of the sockets. On this drive, a powerful decryption program that she herself had created with the help of the others went to work tearing apart the highly encrypted data while she simultaneously searched for the files she needed.

Time was ticking away and she knew she would have to make up for it after this was done. The surge of guards had seemed to die off with only two more coming throughout the rest of the decryption process, both of which were greeted with a couple of bullets through the head. Then finally, the files she needed were located as her decrypting program finished the job. Using an empty disk that she had brought, she quickly copied the files and removed her flash drive. Then, she used her powerful hexing abilities to destroy the room with a burst of destructive force, hoping Cyclops and Phoenix were having better luck than her.

As the Scarlet Witch finished up on her end, Cyclops and Phoenix had made their way down a far more elaborate maze of corridors that were all crawling with heavily armed guards. Cyclops had used optic and energy blasts to blow them all away into a heap of bloody mangled flesh while Phoenix knocked them back with her telekinesis or fried them to the bone like a T-bone steak. Some guards managed to pop out and surprise them, but they met the same fate as the others as they were either shot or decapitated with their knives.

'Cyclops! We're almost there!' she sent as she recognized the area from the telepathic images she had memorized along with the others.

'Good! How many do you sense in the main area?' he replied as he fired another optic blasts down the hall where nearly half a dozen armed guards had tried to block their path.

'At least 30!' she responded as she used her telekinesis to slam a couple of insurgents up against the walls, turning them both into bloody messes.

'Damn!' cursed Cyclops, 'That's way more than we expected!'

'I guess we'll just have to work around it!'

Then, once they got to the main entrance into the heart of the facility, they were greeted with large, imposing metal doors that were many times bigger than the ones the Scarlet Witch had faced. But since time was of the essence here, they didn't slow down in the slightest as Cyclops used his powers at a higher level to tap large amounts of energy that made his body glow the bright ruby red color of his blasts. While Phoenix was preparing to help, she was forced to fend off several pesky guards that had heard the racket they had caused and scrambled to fight it. However, thanks to a few gunshots and some pyrokinesis, they didn't stand a chance.

Then, as Cyclops channeled the energy that now resided in his body into one huge blast that would blown the flesh off of anyone who was in it's way, he unleashed a blast that mangled the heavy steel doors into scrap metal, allowing both him and Phoenix to enter the main processing facility where the modified VX influenza virus was manufactured in great quantities.

Every guard in the room wore biohazard suits, but Cyclops and Phoenix had the advanced body chemistry of a delta class mutant, so no virus stood a snowball's chance in hell against them as they wasted no time in taking down the guards.

"The seal is broken! Shoot them! Shoot them damn it!" yelled one of the guards in Arabic.

"Too late assholes!" grunted Cyclops as he opened fire along with Phoenix.

Much their disadvantage, the people who operated this area weren't armed and stood little chance against the firepower of Cyclops and Phoenix. Some were armed with pistols and a few assault rifles, but it wasn't much at all as many of the occupants of the large room scrambled. Up on the higher catwalks that overlooked the vats, some enemy soldiers tried to get a good position for a clear shot, but such moves made them easy targets for Cyclops's destructive optic blats that shredded the catwalks like a hot knife through butter, sending them all falling to their deaths.

Higher up in the main control facility, three of the chief scientists responsible for these agents of death were scrambling to unleash the vats, hoping to kill off the intruders one way or another, but Jean sensed their minds and quickly sent them powerful psychic seizures, wiping out their minds and killing them with only her thoughts. Some guards tried to run, escaping on motorized fork lifts with barrels of the virus, but Phoenix's telekinesis stopped each of them cold in their tracks and flung the still bewildered men against the hard metal vats without mercy, making sure that none were left alive in this monstrous ploy for global genocide.

'Phoenix! The vats!' sent Cyclops with his thoughts as the last few armed soldiers fell to gunfire, optic blats, and fireballs from pyrokinesis, 'We have to destroy them all!'

'I'm on it!' replied Phoenix as she took to the air with her telekinesis and hovered near the center of the large, spacious area, 'Time to burn this fucking hell hole to the ground!'

Fire enveloped her body as she summoned her powerful pyrokinetic abilities and began setting the whole area ablaze. There was fuel and gasoline all around the area to run the machinery, providing ample sources to feed the fire. While Phoenix turned up the heat, Cyclops went to work as well, putting away his guns and knife and summoning large amounts of energy, making his body glow brightly as he unleashed enormous blasts that tore apart the large metal vats with a deafening bang. The powdery contents inside were all burned away and the elaborate machinery was blasted to bits by the fire and energy bursts of Cyclops and Phoenix.

Some of the guards and workers unlucky enough to still be in the area were met with a fiery fate or blown apart into globs of flesh from ruby red bolts of energy. However, this did not affect the two mutant soldiers in the slightest. They were warriors without mercy and in the face of their enemies, they would not hold back in sending them all to meet their maker.

'We did it, Cyclops! That's the last one!' sent Phoenix as she launched one last fireball at vat that Cyclops had just blown apart to take care of the virus.

'Good! Now what do you say we get the hell out of here!' he sent back to her as he glow around his body faded and she descended back to the ground.

'Sounds like a plan!' she sent as she met up with her long time friend and teammate and made their way to the front to meet up with the Scarlet Witch, Mayhem, and X23.

As each vat was blown away and every speck of the virus was burnt to a crisp, all that was left was to clear out the remaining enemy forces. The sealed entry paths that had separated the heavily sterilized manufacturing area and the loading docks for the convoy trucks had multiple levels to ensure security and cleanliness, but in wake of the powerful fires and blasts, they were all pretty much open for the two mutant soldiers to make their way out.

Along the way, Cyclops and Phoenix had to use optic blasts and telekinesis to blow through the remaining barriers, but luckily, there were no armed guards along the way since many of them had fled in wake of the breach. Then, as they entered the loading areas where there were still many empty convoy trucks and armed jeeps and motorcycles, the noises of the ensuing battle outside could clearly be heard.

'Scarlet Witch! Where are you?' sent Jean with her telepathy, not seeing her anywhere as she and Cyclops feverishly scanned the area for her.

Just then, three more assault rifle toting militants who were attempting to flee on a few motorcycles appeared and Cyclops and Phoenix immediately leapt into action, hitting the ground and firing off several deadly shots. More guards came and the two mutant soldiers were prepared to fight back, when suddenly the bodies of the enemy soldiers were levitated in a mysterious purple glow that Cyclops and Phoenix knew all too well. The unfortunate men let out cries of pain as their bodies were practically ripped apart in a bloody mess and from the maelstrom of flesh and gore, the Scarlet Witch emerged from the shadows.

'Sorry I'm late,' she sent the both of them, 'Got a little held up back there.'

'Yeah, so did we,' responded Cyclops, 'Did you get the files?'

'Oh come on Cyclops, I'm too good for that,' scoffed the Scarlet Witch.

'Don't get cocky,' said Phoenix as she mounted one of the motorcycles and hot wired it, 'It's not over yet. Mayhem and X23 are still out in the thick of it all and some of the convoys with the virus will slip through if we don't help them.'

'Then what are we waiting for?' exclaimed the Scarlet witch as she jumped onto a motorcycle and hot wired with the help of her hexing powers, 'Let's go lend them a hand!'

'Right! But before that…You know what to do,' said Cyclops as he jumped on the last motorcycle and started it up as they all began making their way out into the roaring melee in the front entrance.

With an affirmative nod, the Scarlet Witch stayed back briefly as she closed her eyes and began to concentrate her hexing powers on key points of the large structure. With all her training and experience as a soldier of Shadow Cell, Wanda Maximoff was second to none when it came to efficient demolition. She could take down any building, any time, anywhere and this was no exception. The enhancements to her powers all those years ago from the bio-mutagenic accelerator had given her a range and intensity well beyond that which she was capable of before and with a few well placed hex bolts, the key steel support beams that held the facility up were warped and weakened on a molecular level as the whole area started to shake violently and the electricity shorted out.

Following the signal of Phonix's telepathic guidance, Cyclops and the Scarlet Witch made their way through the collapsing structure on their motorcycles and with a powerful optic blast from Cyclops, they had an opening in the main gate as they all rode out into the firestorm, passing numerous bodies in the process that had succumbed to Mayhem and X23's wrath.

The radical militants armed only with their AK-47s and their desire to die for their cause still swarmed the two mutant soldiers with great ferocity as they tried in vain to fight back. However, Mayhem's speedy CQC and invulnerability make him practically unstoppable as he took down enemy after enemy without mercy, shooting them in the head, crushing their skulls, and cutting their throats so fast that he moved in a blur.

For X23, her gun slinging skills for which were second only to Magnum's downed wave after wave of guards from distances both near and far. Her speed and agility with her nimble young body allowed her to perform acrobatic maneuvers that coupled with the firing of her trusty handcrafted guns, left mounds of dead terrorists in her wake. Those unfortunate enough to get close met a far more bloody fate with her adamantium claws that sliced through flesh unabated and without mercy as she let out animalistic growls into the night, fighting with all her power to carry out this mission along with her comrades.

Both Mayhem and X23 had been holding their own for some time now as more trucks armed with M63 machine guns and convoys carrying drums of the virus were blown up in huge balls of fire. However, with each second that passed, their focus became more and more on Cyclops, Phoenix, and the Scarlet Witch…Knowing that the final move would only be made once they showed up.

'Damn it!' cursed Mayhem inwardly as he felt several rounds bounce of his invulnerable form and turned to fire three bullets into the head of the unlucky enemy who did it, 'Guys, where are you! Some of the convoys are going to get through!'

'Not if I have anything to say about it!' replied X23 as she turned towards one of the roads where some of the insurgents were trying to escape.

However, just then she felt a round hit her in the arm, which only seemed to further enrage her as she unsheathed her claws and pounced upon the man that fired that shot and disemboweled him while he screamed in pain. The wound quickly healed and X23 had a very high pain tolerance, so it didn't affect her in the slightest. However, it did divert her attention long enough to allow three convoys to get further down the road. Both she and Mayhem were prepared to go after, when suddenly they heard a deafening bang from the facility and heard the sound of three motorcycles coming fast.

Cyclops, Phoenix, and the Scarlet Witch were now out of the crumbling facility and there were still a few guards lingering around the area, all of which tried to take them down, but it only caused them to meet with bullets, fireballs, optic blasts, and hex bolts. Then, once they were far enough, Cyclops turned back and channeled vast amounts of energy from the area around him. Both Phoenix and the Scarlet Witch covered him as Scott looked back through the darkness to see a few more clusters of terrorist lingering near the building trying to save what they could. However, no resource of theirs would be saved…Not while Shadow Cell was on guard.

With a single loud yell into the night, Cyclops unleashed a massive concentrated beam of energy that he channeled through both his hands and directed it to the already crumbling structure. As soon as the beam impacted, the sheer release of energy blew the building apart, causing it to fall to erupt into a fireball that consumed any of the personnel that were unlucky enough to be near the area.

'Another world threatening facility…Up in smoke,' mused Cyclops as he struggled to catch his breath from all the power he had just used.

'Amen to that Cyclops,' sent Phoenix through their link as both she and the Scarlet Witch admired the fiery display, 'Now come on…Let's finish them!'

With an affirmative nod, the three mutant soldiers made their way down the rugged terrain, capping off and killing insurgents as they saw them. Some tried to hide, but they could never hide from Phoenix's telepathy. As they got close to the road, they saw X23 and Mayhem still taking down clusters of guards in a quick, bloody swoop. Upon nearing their position, Phoenix and the Scarlet Witch used their powers to do a quick sweep of telekinetic and hexing force to knock the surrounding enemies off their feet, leaving them prone to bullets and pyrokinetic blasts.

'Hey hotshot, care for a lift?' smirked the Scarlet Witch as she pulled up alongside Mayhem, who couldn't help but grin at her little remark.

'You know me…How could I ever refuse?' replied Mayhem as he leapt onto the back of the motorcycle while X23 jumped onto the back of Phoenix's motorcycle.

'There are still three convoys and at least six trucks down the road!' sent X23 as they began to accelerate on their bikes down the rugged roads of the Hindu Kush mountains.

'Do they have drums of the virus?' asked Cyclops.

'Affirmative! I could smell it!' replied X23.

'Well they can run, but that won't make a damn bit of difference for us!' said Phoenix, who already had them in her telepathic sights, 'Let's go!'

As they sped off on their bikes into the night, they followed Phoenix's telepathic guidance as their small, nimble motorcycles had a much easier time overcoming the rugged terrain compared to the large, bulky trucks and convoys. Many of the enemy soldiers were still struggling to ascertain what had just happened and how so many of their comrades had fallen to a mere five soldiers. But that wasn't their primary concern now…All they wanted was to get their precious cargo away from the maelstrom. However, it didn't take long before the sound of motorcycles began to echo though the air and several trucks armed with a platoon of armed soldiers sprang into action.

"They're coming! They're coming!" they shouted in Arabic as they readied their guns for combat.

However, before they could get a shot off they were met with a powerful ball of fire from Phoenix's pyrokinesis that quickly consumed them all and caused the truck to veer off a cliff and explode into a fireball. Panicked yells echoed over the sound of the motors as they shot blindly into the dark, but this only worked to the advantage of Shadow Cell because the flash of their guns gave their position away.

With the gap between them closing in, two of the trucks abruptly began to swerve and catch fire as hex bolts from the Scarlet Witch mangled the vehicles and the unlucky occupants. One of the convoys was now in sight and Cyclops had a clear view thanks to some of the fiery explosion from the trucks. With one perfectly aimed optic blast, the first convoy was blasted to smithereens as it exploded from the force, taking the deadly virus and another one of the trucks with it.

As they sped to catch up with the other two convoys, more trucks assaulted them along the way, but since they didn't know what the hell they were shooting at, they merely hit air as the flash of their guns gave X23 an easy shot with her guns, taking down the shooters in the back and blasting out the tires, causing the truck to veer off another rugged cliff and sending all the occupants to their deaths.

Upon nearing another convoy carrying more of the virus, the Scarlet Witch accelerated the motorcycle so she could get closer and managed to stay behind in a blind spot so the drivers armed with Pakistani made pistols couldn't fire back.

'This one's mine…' sent Mayhem as he launched a couple of small energy blasts at the rear tires, causing it to violently swerve and veer off a cliff, exploding into another fireball that rose from the rocky ground below.

'Nice shot! That leaves only one left!' sent Cyclops as he pointed out the final convoy which was quite a distance away, yet perfectly in sight as it drove past an adjacent cliff.

'It's far…But not far enough!' said X23 through her thoughts as she grabbed her sniper rifle, which was still on a sling in her back, and positioned herself for one clear shot, 'Keep it steady Phoenix! I think I can hit the engine from this angle!'

'In this terrain, that's not going to be easy,' sent Phoenix in response, 'But I'll do my best.'

As they all slowed their speed somewhat to make sure they would have the best possible angle for X23 to shoot from, the young 14 year old girl that had been trained to be an expert soldier focused her thoughts and concentration on this one shot. She was moving at nearly 50 miles per hour on the back of a speeding motorcycle going over rugged mountain terrain aiming at a moving target. It seemed like an impossible shot, but those were the kind of shots she was best at as she slowed her breathing, focused her eyes, and gritted her teeth in determination as she eagerly fingered the trigger of her rifle for one well-placed shot.

'One shot…One kill…One shot…One kill,' she chanted in her mind over and over again, saying to herself the very motto of every sniper.

Then, with a fraction of a second to work her skill, X23 squeezed the trigger and unleashed a single shot…And almost immediately, the engine to the convoy truck erupted in flame as the bullet hit the volatile fuel and ignited the gas. Pained screams from the enemies echoed through the night as the abrupt explosion slowed the convoy, causing the remaining two trucks to smash into it and explode as well, adding to the fiery explosion as it consumed both the men and the drums of the virus.

With a quick telepathic sweep, Phoenix determined that there were no survivors and with a quick sniff of the air from X23, it was affirmed that the virus was destroyed and would never unleash its deadly wrath upon the world. With every last enemy now dead, the five mutant soldiers stopped on their motorcycles and watched the brilliant display of fire and destruction before them in a daze.

Now that the adrenaline of combat had worn off, the five soldiers of Shadow Cell were given a quiet moment to witness the success of yet another mission. Cyclops snaked his arm around Phoenix's waist as they both managed a small smile while Mayhem and the Scarlet Witch seemed to do the same, holding onto one another's hand as they were finally allowed to catch their breath and take in the now calm air.

The five mutants of Shadow Cell that had been trained and refined since childhood to be unstoppable soldiers of death had never been prone to excessive displays of emotion when it came to combat. But no matter how many missions they went on or how many parts of the planet they traveled to in order to stop world threatening plots, the feeling of succeeding and saving so many lives that would have otherwise perished as a result was something that always struck a chord deep within their minds. They had lost count how many times America and the world had come close to the brink of disaster, but for Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23…It was just another day in the life and world of Shadow Cell.

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AN: Quite a life, isn't it? This is the kind of stuff that Scott, Jean, Vince, Wanda, and X23 have lived in this universe. They are now at the ages they are in the main plotline of the show and their lives are remarkably different. Since their past was erased, their lives are all centered around Shadow Cell. Yet in this world Professor Xavier, the X-men, and the Brotherhood all still exist, but many things are different now. You'll see these differences as this fic progresses and rest assured, they will be major! This is the universe I have created…The universe of Shadow Cell. Scott, Jean, Vincent, Wanda, and X23 are very different now and the world of X-men is now forever on it's heels in this story! Oh, and by the way, that chant they said, "Kuwabara, Kuwabara," was something I added in because it sounded cool. For anybody who's played Metal Gear Solid 3: Snake Eater, which I remind you inspired this fic, you may recognize those words from Colonel Volgin. I don't know what they mean, but I just think they sound cool! So what do you think of it so far? Do you like this somewhat different universe for the mutants of Shadow Cell? Do you want to see just how much this changes the overall X-men: Evolution universe? Please tell me! Send me your reviews via email or post them on the website! I don't care what you do as long as you REVIEW! Thanks a lot for reading everybody! I wish you all the best!

FREEZE! DON'T LEAVE YET! REVIEW!


	15. The Life Of A Soldier

**Sinister Soldiers  
Chapter 15: The Life Of A Soldier**

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Yes! Keep the review's coming folks! Don't let em dry up! Now here's a quick word to those who took the time to review!

**Agent-G: **I'm glad you liked the last chapter so much my friend! I'm honored I was able to hold your interest the whole way. That scene was something I've had in my head since before I even started the story! So it sure felt good to get it down. As for the nicknames, I'm glad you like that bit. I may play around with that later on. I'm also glad that I got the booster power from Mayhem right! That part was fun! Thanks as always for you wonderful support my friend! There's no way this fic could be possible without you! You rock! Stay cool like you always do!  
**Simba317: **Of course I missed you! Things weren't the same without your awe inspiring reviews my friend! I'm glad I was able to hold your interest with this because I've really poured a lot into it. This is a big fic with many intricate points from each and every character and there's still plenty more to come with aspects like that of Magnum and Sinister. And the last chapter shows just how tough these five have become in this world and I'm glad you enjoyed it! They can really kick some ass in this universe and you'll see just how much so later on! As for the X-men and the Brotherhood…Stay tuned because they're coming up very soon! Thanks as always for the wonderfully kind review! I can't tell you how much I appreciate it! You rock my friend! Peace out!  
**Reality Bender:** Hey! Glad to hear from you again my friend! I'm honored this fic has managed to entice you! The last chapter was kind of a culmination of what Shadow Cell has become and what they do and now that it's clear, more pressing issues can be taken on! And as for the X-men and the Brotherhood, you'll see very soon just how they've changed as a result of Shadow Cell's presence! I hope you like where I take it from here because rest assured, it's far from over!  
**GothikStrawberry: **Well, I love to amaze my friend! I'm glad to see I succeeded! As for your questions on the X-men, I'll show what happened to them soon enough! I hope you like it! Thanks as always for the review! I appreciate it! Peace out!  
**Jenskott: **Yeah, the last chapter really showcased what Shadow Cell was capable of. With all their training and enhancements, they're quite a force to be reckoned with! Things will definitely get more complicated when the X-men make an entrance, which should be in the very near future! Thanks as always for the review my friend! I really appreciate it! Peace out!  
**KSimonT-X: **Well then we're even my friend! With the last chapter I gave you and the new chapter from "In the Eyes of the Enemy," I'd say we both delivered! I can't tell you how much I enjoyed the latest chapter of your fic and I can't wait to see what happens next! Maybe my fic will help inspire you along the ways since we both seem to have a knack for writing military style scenes! Thank you so much for the wonderfully kind review my friend! I can't thank you enough for your support and keep up the excellent work on your story! Peace out!  
**Firebane5: **Wow, I'm glad this story was able to entice you after having simply stumbled upon it! And it's nice to hear someone who sees how hard I've worked to properly integrate this world with Metal Gear 3! After all, it did inspire the fic! And don't worry, I'll give Agent-G your message! Thanks a ton for the review!  
**Strayphoenix: **Hey! Great to hear from you again! It's an honor that you think so highly of my work and have even found inspiration from it! That is one of the best gifts a writer can give! And you say this is the longest review you've ever written? Great! I'm so flattered! I hope you continue to enjoy this story and a few of the Scott/Jean scenes I add in! Thanks again! I really appreciate it! Peace out!

Also, a special thanks to: **Quillian, KaliAnn, Amazing Redd Phoenix, Mark C, X00001, Jaguar, Communist Penguin, Maddisonavenue, Wen1, LadyDeathStrike1, and Diaz.**

Oh, and for those of you who were fans of "Extermination," my good friend Quillian has been kind enough to write a spin-off to it! It's called **"Aftermath" **and it's under his account, so please check it out if you get a chance!

Keep the reviews coming! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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Upon the successful completion of their mission to once again thwart a plot that threatened to wipe out millions of lives, the five mutant soldiers of Shadow Cell found a remote, flat part of terrain in the rugged Hindu Kush mountains where they activated the advanced homing beacon that would signal their secret transport. However, given how slow and cumbersome it often was to operate aircraft in secret in this very militarily active part of the world, they knew they were going to have to spend a little time surviving in the cold, mountainous nights.

After having ridden their bikes on what little fuel they had left and ditching them over a cliff, they settled on an area near a forest that few people would ever dare to venture both terrorist and soldier…But it was all just another casual facet of life in Shadow Cell. In fact, they had all been forced to survive in much worse conditions than this. From Siberia in the winter to the Congo and Colombian jungles during the rainy season, survival was just one of the many skills Scott, Jean, Vincent, Wanda, and X23 were trained to be experts at and this situation was no exception. Despite the rugged terrain, there were still a collection of flora and fauna in the area for them to survive on, mainly small mammals and reptiles like rats, snakes, lizards, and a few birds. While most people would have cringed at the notion of eating such animals, for Shadow Cell it was like fast food for them and it helped them survive. And because of this appetite and willingness to eat such unusual dishes, some of the officials back at Shadow Cell affectionately called them the snake eaters.

After having settled on an area and after having killed a few snakes for sustenance, the five mutant soldiers were forced to camp out for the night until their transport arrived. Jean had used her pyrokinetic powers to start a small fire for them to gather around so they could stay warm in the bone chilling mountain nights. This also allowed them to cook some of the snakes they caught so they wouldn't have to eat them raw like they so often were forced to do. They never had blankets, so they used leaves, shrubs, and bark for makeshift beds. And for every instance when the chilly winds of the Hindu Kush mountains descended upon the area, they would all huddle close together and allow their bodies to provide the necessary warmth.

While the cold, rugged, inhospitable area was not an ideal place for camping, the remote area gave Scott, Jean, Vincent, Wanda, and X23 a rare moment of serenity and peace that they often had so little of both on and off the battlefield. Without a mission to worry about or training sessions back at headquarters, it was one of the few times when the five mutant soldiers were ever able to be their own person and reflect on their rigorous world.

In addition, it was also a time to let out pent up feelings that they were always forced to suppress in the Shadow Cell base. It was one of the few times Scott and Jean got a chance to be truly close without having to worry about being reprimanded by the GURSO unit or other officials. Ever since day one of their recruitment, they had found a great deal of peace and comfort with each other whether it centered on their tragic pasts or the simple stress of living a life of complete and utter duty as a soldier. Since that fateful day when a link between them formed in their darkest hour, their emotions towards one another grew and grew until it got to the point where they willingly admitted to themselves that they were in love…But to them, it was way more than just love. They were so deeply linked and shared such a profound bond that they would have shot the first person who called it mere puppy love. They were soldiers…They were comrades…They were best friends…They were lovers…They were so much more than anybody could ever have contemplated and it was times like this when were simply left to relish in it's splendor as they leaned close to one another, sharing each other's warmth and love while staying true to their poise as soldiers.

While it was clear that Scott and Jean shared a truly special bond, they weren't the only ones who had grown closer than mere teammates. Vincent and Wanda had also developed somewhat of a special bond since they day they first met. While they were not keen on admitting that what they have was something as profound as love, they knew they had something special. They had both lost so much in their lives and were forced to contend with so much inner pain that they used to cry themselves to sleep at night. However, since becoming soldiers, tears were not acceptable under the guise of being strong. So instead, they often found brief moments to simply be in one another's presence, taking in the warmth and comfort they felt together and allowing themselves to grow close in a way few people, soldiers or not, ever were.

For X23, she remained the loner of the group, keeping to herself more often than not, but staying true to her dedication to the only four people she considered to be her friends. While Dr. Essex and Magnum were like parental figures and guides, only Scott, Jean, Vincent, and Wanda ever gave her the feeling of belonging, for they were the ones to teach her how to feel and be an individual. They taught her things no drill instructor ever could and they looked out for her in a way nobody else did. For that reason, she trusted them and only them…Seeing them as close to being family…The one thing that she had often made her so angry and full of rage whenever she thought of it and how alone she used to be in the world.

Now, as they all sat in silence around the fire, staring into its chaotic flames, exhaustion began to set in for all of them, but they were determined not to fall asleep. Sleep often brought nightmares and nightmares often brought weakness…And if there's one thing Shadow Cell frowned upon, it was weakness. Instead, they just stayed close, watching the flames and letting their minds drift in the peace and serenity of the night.

"So what was our spread this time?" said Scott, who was huddled close to Jean as they all absorbed the warmth of the flames.

"If I recall…I think it was seven minutes," answered X23, who was simply hugging her knees and resting her head as she watched the yellow and orange flames dance in the frigid night.

"And what was our time?" he asked, knowing that this was just a tidbit they all liked to gauge themselves on with each mission.

"5:57 by my count," answered Vincent, "Give or take a few seconds."

This caused some of them to chuckle somewhat at the mention of the time people gave them in comparison to the time they were actually capable of.

"Damn…You think those GURSO assholes will ever get tired of betting on us?" pondered Jean as she used her pyrokinetic powers to stoke the fire.

"Until the day we run out of enemies to cap and hell freezes over…I doubt it," said Wanda, knowing the GURSO unit well enough to know that they would never quit fucking around with them as long as they were still breathing.

"I thought the General forbade that shit months ago after that incident where that guy blew a hole in the wall with his gun in a fit of rage because he lost 500 bucks," said Scott, wondering how and why they continued to put up with shit like this.

"He forbids it…But the Colonel doesn't," said Vincent, "Hell, he's probably bet a few dollars here and there as well for all I know."

"I wouldn't be surprised…The guy's a total jerk off," said Jean bitterly.

"So what else is new?" quipped Wanda, her voice dripping with sarcasm, "I swear, that asshole gets a perverse pleasure exploiting us behind our back. And yet they still allow him to head the security force that's ready to blow us away at a moments notice."

"Meh," scoffed Scott, "What are you gonna do? Once an asshole, always an asshole. The Colonel is just in a class all his own."

"That's for sure," said X23 in agreement, "But I swear, there are just some days when I just want to disembowel his ass for some of his shit."

"Trust me X…We all do," said Wanda in full agreement.

Another round of silence soon descended upon the group as they all once again soaked up the silence of the night that was so rare for them. The adrenaline of combat had long since faded and their exhaustion had caught up with them as the hour passed midnight on the cold, rugged terrain of the Hindu Kush plateau. It was a rare moment to rest their bodies and minds, for they were certain that once they got back, a new mission every bit as dangerous, if not more so, would come up for them to take care of in some forbidden, god forsaken part of the world that nobody in their right mind would dare to travel. Yet, that's exactly the kind of work they were trained for and equipped to handle and after three years of endless missions and training on the side, it had become more or less a redundant task for all of them since it's all they had ever known.

The air was cold, but the sky was crystal clear, shining brilliantly without any obstruction from nearby lights or population centers. It was a calm, serine setting…One that the five mutants of Shadow Cell seldom ever found time to enjoy as the celestial majesty of the night allowed their minds to drift as they huddled close to the fire and took in the overall atmosphere of their surroundings.

"Guys…" said Vincent, breaking the silence as he took in the sight of the stars in the sky above, "Do you ever stop and think about the people whose lives we fight for…The people who are spared every time we stop some nut from unleashing this or that into the world?"

"In this line of work…It's better not to think," answered Scott, "It's easier to focus that way."

"But at times like this when we're not killing or training to kill…Do you ever wonder?" said Vincent in tone mixed with both exhaustion and wonder, fighting off the urge to sleep through his inner musings, "I mean…What do you think would happen if the public knew a fraction of what we know about how the world operates?"

"Well in an immediate sense…They'd probably shit their pants," said Wanda, not thinking too much of it, "Besides, there's a reason why they're all kept in the dark about certain…Aspects of the world. Hell, they all still think mutants are just a farce."

"But what if they did know?" wondered Vincent, "What if one day, everybody just turned in their TVs and they saw images of mutants blaring across every news station, doing things they always considered impossible?"

"Well I guess that's where we come in," said Jean, "People like us…People who dedicate our lives, yet who nobody knows even exist that allow them to live on in a fantasy world of safety and security."

"But you know as well as I do just how big a lie that safety is," quipped Vincent as he kept his eyes on the stars, letting his thoughts wander as he so often did to stave off sleep.

"It's a lie by definition…But it's truth in their minds, and that's all that matters," said Scott, "If there's one thing Shadow Cell has made clear in all the years we've been a part of it, it's that truth is relative…People believe what they are led to believe, and that's what holds society together."

"Be that as it may, sometimes you have to ask yourself…Does one honest truth that brings insecurity and fear offset one thousand lies that bring forth a false reality?"

The five mutants of Shadow Cell took a moment to think about that notion. Vincent, who was always the more philosophical and spiritual one of the group, largely from the influence of Father Michaels and Mr. Kansuke, always had a knack for giving them all something to consider when they thought about the dark, secretive world they lived in. In a sense, they were in the business of preserving the lies fed to the public about the safety and security of their world…Yet at the same time, they saved countless lives time and time again from annihilation.

With missions and training pretty much dominating their lives, they were left with little time to think about the world they knew the inner workings of so well. They knew things about the government and the people who ran it that would cause riots to break out in the streets of every major city in the world, but never once did they ever question it. They had come to embrace the ideals that had been instilled upon them by people like Dr. Essex, Magnum, and the General. Serving their country and performing their duty was never done without a doubt in their mind, yet sometimes during rare moments like this it made them wonder about just how much the imbalance of truth and lies governed both their lives and the lives of those they saved.

"How long do you think it will be?" mused Vincent, once again breaking the silence, "How long do you think it will take for the public to uncover just one lie that'll offset society in a way that could change the course of history?"

"Hopefully not within our lifetime…However the hell long that may be," answered Scott, "Our line of work doesn't exactly leave a lot of people left to grow to a ripe old age."

"And some of us can't even grow ripe in this fucked up world," added X23, knowing that even if they all did grow old doing this, she'd never age beyond a certain point.

"As fucked up as it may be, it's still possible," said Vincent, "And it definitely couldn't hurt to think about it, just in case it happens and ends up leaving a mess that we'll have to clean up."

"I can't say it that would be a shocker," said Scott, "But then again…I guess we don't know, and probably can't know. On the battlefield and in life, you can think ahead, but you can only live from moment to moment…Working to overcome anything that stands in your way."

"Well said my friend," said Vincent, managing somewhat of a grin, which was very rare for him.

"Hey…It helps us to survive to fight another day," said Jean, looking up at the stars, then deciding to shift her focus back on the fire, letting the chaotic flames keep her alert and awake, "And in a life where there really is no future and only present, I guess that's all we can do at least for the sake of ourselves and each other…That much we know is truth."

Jean snuggled in closer to Scott as he held her tightly as another chilly wind swept across the area. Vincent and Wanda unknowingly took one another's hand, holding onto each other tightly as they continued to work past each moment that came. Seeing scenes like this always gave X23 something to think about, for she was still not all that knowledgeable on certain aspects of human emotion, for there was only so much her friends could explain. Nevertheless, she kept herself warm as Jean once again stoked the fire to keep it going on through the night as they simply waited for their transport to arrive so they could return to the base and prepare for yet another mission that was sure to come.

* * *

The five mutant soldiers of Shadow Cell drifted in and out of sleep over the next few hours, but it never last long. Over the years, they had learned to function on minimal, and sometimes downright scarce, amounts of rest. While their bodies were advanced, they still needed rest…But their minds often hindered even that remote need because of nightmares.

In order to stay awake, the five mutant teenagers that had grown up and fought together so cohesively both on and off the battlefield lightly conversed about this and that, commenting on everything from their skills to life in general. They kept close to the fire as the mountain cold refused to let up for them, but thanks to Jean's pyrokinetic abilities, it stayed strong even despite the occasional burst of wind. They passed each hour as it came, working from moment to moment as they so often did. Yet at the same time, they wanted to absorb this brief time of tranquility, for it was only a matter of time before they were once again on route to another death defying mission in some remote part of the world.

It was nearing the hour of sunrise as the five mutant soldiers found themselves nodding off once again for what was always just a brief amount of time before nightmares or restlessness set in…But then, just as they were nearing that point of sleep and consciousness, a distinct noise caught X23's keen senses as her eyes shot open and she began listening in and sniffing the air.

This action seemed to alert Scott, Jean, Vincent, and Wanda, for they knew and trusted X23's senses as they all were now on their feet and trying to sense what she seemed to be clearly sensing.

"X, what is it?" asked Wanda, seeing the familiar look of heightened aware on her face.

"A helicopter coming this way…Duel counter-rotating blades, deep vibrations, high speeds…" she said in an almost mechanical tone, which she mainly spoke in out of pure habit from her training.

"Duel counter-rotating blades and high speeds?" said Scott, "That can only be the AT-152 Wolfpack transport chopper…An aircraft only on the drawing board to some, but flying regularly to others."

Knowing Scott had an acute knowledge of everything that flew, which was probably something that stemmed from his father's love of planes, nobody questioned his suspicion as they too began to hear the distinctive sound of the blades get louder and louder as a small black speck in the sky quickly grew as it descended upon the area.

"Looks like our ride's here," said Wanda as they all stood up in preparation for the landing.

They kept the electronic beacon on, allowing the helicopter to move in as close as possible as dust and wind picked up from the helicopter blades as it neared the ground. The five mutant teens remained still despite the wind and dust blasting their faces as the landing gear was deployed and the large aircraft landed and the oversized doorways in the side that looked big enough to fit a tank through opened up before them, revealing a fully equipped platoon of GURSO soldiers with their weapons at the ready as they exited the craft and swarmed over the five mutant soldiers.

"Shadow Cell…Lower all weapons and keep your hands visible!" ordered one of the GURSO soldiers, "You know the drill!"

Having been through this routine many times before, the five mutant soldiers kept their guns and knives securely tucked away and held up their hands as the GURSO soldiers surrounded them in a semi-threatening fashion, ready to blow them away at the slightest hint of resistance or difficulty. Yet in the three years that Shadow Cell had been actively carrying out missions, they never did anything to even so much as hint that they weren't cooperating, but still…The GURSO unit insisted on being ready to blow them away without a second thought.

"That's it you little freak shows…" said one of the soldiers standing behind them, "Now come on, on the chopper! We've got a long trip!"

With advanced energy guns pointed at their backs and numerous other weapons surrounding them on all sides, Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 slowly made their way onto the helicopter as the callous soldiers kept their watchful eye on them the whole time. They kept their hands up and the expressions on their faces remained stoic as they were herded into the oversized aircraft like cattle and secured in a specified area that was made solely to contain them under the watchful eye of the GURSO unit for the whole trip back to Shadow Cell HQ in New York.

* * *

The flight back was like pretty much any other the five mutant soldiers had experienced. After a brief stop in a secret base in Pakistan, the five soldiers of Shadow Cell, under the watchful eye of the GURSO unit, boarded a long range B4 stealth air-carrier…Another plane that wasn't supposed to exist, but was used regularly by Shadow Cell because of it's super long range, sub-space flight capabilities. It was the only plane that could get from one side of the planet to the other without refueling and if they wanted to keep Shadow Cell as secret as possible, they had to make sure they encountered as few unnecessary bystanders, both civilian and military, as possible.

Like all their flights on the B4, a special confined area was set up for the five soldiers in the back where a dozen armed GURSO soldiers stood with their weapons aimed and at the ready, not leaving them unwatched for a fraction of a second. The area where Scott, Jean, Vincent, Wanda, and X23 occupied was no bigger than the size of one of their bedrooms and during the course of the whole flight, they had to keep their hands visible and stay completely silent. It was a punishable offence to converse with each other or one of the GURSO soldiers, but it was something the five members of Shadow Cell had grown used to over the years.

While they couldn't talk or speak vocally, that didn't keep them from talking psychically, which was something none of the soldiers could ever hope to stop or even detect since they all kept the looks on their faces stoic and unreadable. Psychic communication was the only way that they could ever talk at times when in the confines of Shadow Cell operating areas and it helped to keep them from becoming too isolated on a personal and mental level.

The flight back to Shadow Cell's New York based HQ where they had spent the better part of their lives growing up and learning to become the deadliest soldiers the secret world of peacekeeping had ever seen lasted seven hours thanks to the speed of the high flying, supersonic B4. It was still an uncomfortable flight, but they had suffered far longer hauls in the past, so it didn't bother them too much.

"End of the line…Get up!" bellowed one of the GURSO soldiers as the large aircraft landed on the main strip of the Shadow Cell base.

Without question, Scott, Jean, Vincent, Wanda, and X23 raised their hands and got up from their position and were led out the main compartment that was converted from a bomb bay. Because of the time zone difference, it was late at night and much of the regular staff had gone home for the evening…But the base was still brimming with activity as the five mutant soldiers were led from the airstrip, past the many security checkpoints, and into the most highly secured area of the facility where the Dr. Essex, the Colonel, and the General were waiting.

"Good work on your success Shadow Cell," said the General as he gave them proper salute.

"Thank you sir," said Scott as he and the others all respectfully saluted back.

"You all did a most admirable job," continued the General, showing a rare smile, "That facility has been pestering a multitude of nations for years now. And now that it's gone, we all can sleep easier."

"Enough with the formalities, General," said the Colonel as he rolled his eyes, "Did you get the data?"

"Yes sir," said Wanda as she pulled out the disk she had downloaded from the terrorist computers, "This information was heavily guarded and highly encrypted. Several guards were willing to die for it and did…It should be of great importance."

"I don't care how secure it was…As long as the data is valid," retorted the Colonel in his usual grumpy tone as he tucked the disk away safely in his pocket.

No matter how much Shadow Cell succeeded or how many missions they accomplished, they could never seem to get the Colonel to think any better of them. He hated mutants and he was always a deeply suspicious and paranoid man…But no matter how much shit he gave them, he was still their superior and they had to salute him as any subordinate should.

"We'll get our data teams working on it immediately," said the General, "I'm sure this will be invaluable for my trip to Washington next week."

"You're going again sir?" asked Vincent, for the General had just gotten back from Washington a month ago.

"Yes, my presence is required there for a few extra meetings the higher ups at the Department of Defense want Shadow Cell to be a part of," he explained, "It's just for three days this time and with the data we have now, I'm confident it will end in Shadow Cell's favor like always."

"That's good to hear sir," said Scott respectfully, although inwardly disappointed because every time the General left, the Colonel would get especially grumpy and have no one there to reprimand him since his rank was succeeded only by the General.

"I'll be sure to keep you all updated," said the General as he prepared to make his leave, "Again, a most admirable job my friends…You truly are the Captain Americas of your generation. Keep up the good work…Your country and your world thanks you. At ease."

As he left, the Colonel planned to follow him, but before that, he turned back towards the five mutant soldiers with a harsh scold on his face that could melt steel.

"Don't let his words go to your head…" he warned as he looked back into the stoic eyes of the soldiers he had been watching over for over eight years now, "The General may be kind and amicable in overlooking certain things in the 'tasks' you're assigned…But trust me, you won't always get away with shit like that. I've told you freaks time and time again to watch the pyrotechnics! And with this latest display, you blew up a building that could've just as easily been allowed to collapse on its own!"

"With all due respect sir…It was necessary given what we were up against and we successfully covered our tracks," justified Scott, since he was the one to blow the place up with his powers.

"Successful or not, such brutish procedure will not always be tolerated in future missions!" shot the Colonel in response, "Now you're lucky that the General is equipped to handle any of the political implications should you five fuck up in the field with future missions…"

"That WON'T happen sir," said Jean firmly and confidently.

"You're wrong…It can and it will!" shot the Colonel in response, "As long as you five insist on acting like hotshots in the field, it's only a matter of time. Now do this organization a favor and shape up before you bury us all!"

And with the slam of a door, the Colonel was gone, leaving the five mutant stoic soldiers of Shadow Cell behind to take in his words. Of all the people they had ever been forced to deal with, both allies and enemies, none got under their skin more than the Colonel. No matter how much they succeeded or how many lives they saved, he always seemed to find something to yell at them for.

"Well…That actually went better than I thought," said Dr. Essex, who had stayed silent during most of the de-briefing like he always did.

"Dr. Essex…You know what he says isn't true," said Scott, still wanting to justify Shadow Cell's actions, "We all did what…"

However, Dr. Essex didn't let him finish, for he knew that the Colonel had overly exaggerated as he so often did.

"Please my boy…Don't listen to what the Colonel said," he coaxed with a light hearted smile, "He's just been somewhat grumpier than usual lately."

"So what else is new?" said X23 as she rolled her eyes.

"Honestly Doctor…Does he LOOK for ways to tear us apart on purpose just so he can yell at us?" said Vincent, who always had to fight the urge to punch the Colonel in the face just like everybody else.

"I wouldn't be surprised if he did…" said Dr. Essex with a chuckle, "But try not to let him get under your skin. The General is right…You all did an admirable job. You accomplished every single part of the mission and obtained everything necessary in the end. Because of you, that VX influenza virus will never be used and millions of innocent lives have been saved because of that. What the Colonel says should never take away from that which you have accomplished. Hell, I've lost count how many times you five have saved civilization these past three years…And I can't tell you how proud I am of all of you."

Hearing that from Dr. Essex, the man who had become almost like a father figure for all of them, helped ease the bitterness left by the Colonel. Both he and the General, along with Magnum to a lesser extent, were the only ones who truly praised and exonerated them for their deeds. And while it was always a given that nobody would ever know just how much they sacrificed or how hard they fought for their ideals, they still got the praise from those that mattered most.

"Thank you sir…" said Scott gratefully, evoking somewhat of a smile from Dr. Essex.

"Think nothing of it my children," he said as he gathered up his papers and prepared to leave as well, "I know that once the General's gone, the Colonel will have an excuse to be more of an asshole than usual. But don't worry…I promise that I'll try to find some way of preoccupying him so that he has more to do other than to yell unscrupulously. For now…Just try and get whatever rest you can. You all have a long day of training tomorrow…"

"Yes…We know," said Vincent, so used to the notion after all these years that it was almost like a side activity for him and his comrades, "Goodnight Dr. Essex."

"Goodnight my children…And once again, great job."

* * *

After their debriefing, the mutant soldiers of Shadow Cell went on with their usual post-mission procedures. After every mission, they were required to strip off their advanced uniform and present it to inspectors who checked it for any unauthorized agents or tools. Then, they all showered in the main stalls not far from their rooms. The units were standard military style, meaning there were no dividers between faucets. However, there were two separate areas for men and woman…Although they did have to shower in plain sight of each other.

Scott and Vincent washed up in one while Jean, Wanda, and X23 washed up in another. Yet even during times like this, there were still GURSO soldiers present. Sometimes they would actually be watching them the whole time, leering at the women and snickering at the men. For some reason, the Colonel insisted on not having any female GURSO soldiers and because of that, the three girls were forced to contend with rather uncomfortable gazes as they washed their naked bodies thoroughly with soap and water.

'Jean…Is that guy actually growling at us?' sent Wanda somewhat suspiciously as she stood right next to Jean, who was simply letting the hot water cascade down her short, shoulder length red hair to get all the grim out, 'I swear, he's actually making noises.'

'He is…' sent X23 in response, who was still soaping her body and ringing out her long dark hair, 'I can hear it…'

'Ignore him…' Jean told them both in response as she let some of her sore muscles relax under the hot, steamy water of the spigot, 'He's no worse than that guy who tried to grab my ass that one time.'

'Yeah, the Colonel loved that…' scoffed Wanda as she set aside the soap and just let the water rinse her body clean, 'I swear, those guys could rape, shoot, and beat us and he'll still yell at us for breaking the one protocol he loves the most…No harming GURSO soldiers.'

'I know…But damn is it tempting,' said Jean, 'Right now…This guy is fantasizing us all making out with each other.'

'Fuck…I should just castrate him for that,' said X23, feeling her usual temperamental side starting to brim as she restrained herself from making eye contact.

'They're men X…' said Jean with bitter distaste as she closed her eyes and just allowed the warm water to flow all over her body, 'Men are pigs…Pigs who'd leer at anything they think is worth fucking.'

'Yeah, it's times like this I'm glad Magnum trained me to hate all men outside the unit…It makes blowing their brains out so much easier,' said Wanda, running her hands through her short, black hair, simply entertaining thoughts along with the other girls of watching this perverted pig who was allowed to watch them shower naked die a slow painful death.

* * *

Over with Scott and Vincent in their shower stalls, they too were forced to contend with being watched by an armed GURSO soldier while they washed themselves clean of all the dirt and grim that had accumulated during the mission. Bathing like this was far from comfortable, but after having contended with this unfortunate fact their collective lives for many years now, they had grown somewhat used to it. They knew they had somewhat of an advantage over the girls, who had to contend with other leering men watching them shower in plain sight of their naked bodies, but it didn't make it any less uncomfortable.

With no dividers, Scott and Vincent grew to ignore the sometimes disgusting remarks made by some of the soldiers that they muttered under their breath and pretty much took this time to relax under the hot water of the faucet after another rough mission. They soaped their hair and washed themselves clean, not making eye contact with the guard and simply letting the warm water offset the feeling after having contended with the harsh cold of the Hindu Kush mountains. While this mission was by no means as rough as some of the other ones they had been through, that didn't make it any less important to them as they let the water wash away some of their exhaustion.

As they washed and rinsed their bodies, their acute senses that had been honed from all the years of training and battlefield experience picked up some muffled comments from the guard that had been tasked with watching over them while they showered. While they couldn't make out exactly what it was he was saying, they heard enough to know that it wasn't very pleasant.

"Hey Vince…" said Scott somewhat under his breath, who could tell that he heard it as well, "You think that guy enjoys this job?"

"Probably…" muttered Vincent as he let the water cascade over his head, rinsing out the last bit of soap in his short dark hair, "You'd think a guy with a gun like that was compensating for something anyways…"

"Hey! Freaks!" yelled the guard as he held up his gun and pointed it at the two young men before him, "No talking! Just shut up and shower! It's bad enough I have to look at you, but I don't want have to smell you too!"

Scott and Vincent fell silent once again as they shot the guard a threatening look that would have struck fear in the hearts of any enemy they faced, but the GURSO soldier watching them knew they couldn't do anything about what he said because of the protocols that protected him and all GURSO soldiers. More often than not, they would use this as a free ticket to haze the five mutant soldiers that would otherwise have blown their heads off long ago without a second thought if they didn't follow every protocol so obediently and dutifully.

With an exasperated sigh, Scott and Vincent once again returned to finishing their shower, not saying another word as the exhaustion and tiredness of their strong, enhanced bodies was somewhat alleviated by the warm water, which they hoped would help them get what little rest they could before they woke up tomorrow for yet another day of intense training that would only work to further refine their skills as soldiers and as warriors.

* * *

After having showered and dried off Scott, Jean, Vincent, Wanda, and X23 all dressed in similar sleeping attire, which really only consisted of long black cotton pants for the guys and an additional tight fitting tank top for the girls since they were all used to tight clothing. Each one of them had a separate room to sleep in, all of which resembled college dorm rooms in a ways. No one room was very different from the others since they were only allowed to have so much in terms of clothing and accessories, all of which were pretty much the same for each of them.

It was around two in the morning and they would have be up again for yet another rigorous day of training and preparation for their next mission by four thirty, so that left little time for sleep. However, given that sleep was always difficult for the five mutant soldiers, it was more than enough for all of them. Between nightmares and constant vigilance, they were all very light sleepers to say the least. The mentality of being a soldier stuck with them and they even slept with one guns under their pillows as a precaution for any sudden action that they may be required to handle. But this was more habit than anything else since it wasn't uncommon for them to go several days without sleep at a time, but no matter how advanced their bodies were or how much training they did, they still needed at least some rest to ensure their optimum health for the battlefield.

They all had their ways of attaining rest and avoiding nightmares. Sometimes instead of sleep, they would meditate in a way that Magnum had taught them that helped focus their minds and relax their bodies. Other times, they would simply time their sleep and wake themselves up when they got too drowsy so they didn't have a chance to experience the nightmares that still plagued them. Scott had to deal with the death of his family and the streets, Jean had to deal with the death of her family and the asylum, Vincent had to deal with his memories of the Prodigy Project and losing his home, Wanda had to deal with abandonment and the insane asylum she spent her childhood in, and X23 had to deal with being tortured and dehumanized by Hydra her whole life. Such dark memories took their toll on them in the past, but the rigors of training, constant missions, and overall support from each other had helped them cope with it to some extent…But that didn't mean it ever far from their minds.

Upon settling in their rooms, Vincent began to meditate for his rest before succumbing to a light sleep, Wanda simply lay in her bed still awake for a while before she gave in, and X23 kept repeating sayings that she had learned over the years in Shadow Cell like "Semper fi, do or die" or the chant she and the others always said before a mission, "Kuwabara, kuwabara" before she finally fell asleep herself. For Scott and Jean, however, it was quite different.

As a couple of GURSO soldiers did routine checks of the halls and passed by their rooms in a fairly predicable pattern, Jean kept track of their minds…Waiting for her window. With many of the regular officials home or asleep at this hour, the staff within the base was minimal. And because of this, it gave her and Scott a rare opportunity that they often had so few chances to enjoy.

As soon as the two patrolling GURSO soldiers were looking away, Jean quietly and stealthily opened her door and quickly snuck over to the room beside hers and slipped in before either of them could see anything. There, Scott had been waiting for her and as soon as he saw her enter and shut the door behind her, he quickly got up off his bed and threw his arms around her. Jean quickly did the same as she quickly laced her arms around his neck and captured his lips with hers in a deep, passionate kiss.

"Jean…" gasped Scott through the darkness in a tone laced with a deep sense of feeling, "It's been a while…Since we've had a chance."

"I know, Scott…" she said softly to him as she relished the feeling of being in the arms of fellow soldier, best friend, and soul mate, "But every instance…No matter how rare…It's all worth it in the end."

Not wasting any time with this one chance, many of which were becoming rarer and rarer as the years went on and they had to go on more missions, Scott Summers and Jean Grey began to kiss passionately once again. Whenever they were together like this, they could let out all their pent up emotions with one another. Over the years, they had developed deep feelings for one another…Feelings that grew through a powerful link between them that gave them both a gentle, warm feeling in the back of their minds. This feeling offered comfort and solitude during the many dark times they faced both past and present and it after over time, it had manifested into something so much more profound and meaningful than anybody could have ever hoped to understand.

As Scott and Jean lay upon the simple, standard military bed in a passionate embrace, they removed their clothes and began to make love. Such actions were highly forbidden within Shadow Cell protocols, but they couldn't care less. This was a moment and a feeling between them…This was a way for each of them to be close on all levels…Mentally, physically, psychically, emotionally, and spiritually. In the darkness of their lives, the warmth and love they gave each other helped them work through each challenge that was thrust upon them, and with each challenge they managed to overcome the many obstacles they faced and only grew closer as a result.

Their enhanced bodies and deeply linked minds allowed them to make love ardently into the night, full of passion, pleasure, and euphoria. Whenever they did this, they did it with love, heart, and tenderness…Yet they still managed to fill it with the rigor and strength that they had developed through the many years of their training and battle experience. It only helped to heighten their experience together as they dragged it out for as long as they could, soaking up every wondrous sensation that flooded their minds until they finally collapsed upon one another, their bodies still entwined as they began to finally nod off into a world of sleep.

"I love you…" whispered Scott softly as he lay back upon his bed with his beautiful, redheaded lover, "Don't ever forget it…Don't ever question it…"

"I know…I love you too," said Jean softly in response as she rested her head on his strong chest, listening to his heart beat, relishing in it's soothing rhythm as it gently lulled her to sleep, "We fight…We bleed…We die…We triumph…Together."

"Together…" said Scott as he planted one last kiss upon her forehead before giving into exhaustion and drifting off into a deep, comforting sleep with his lover securely in his arms.

The lives they lived and the world they fought were never easy on either of them. Yet whenever Scott Summers and Jean Grey had a moment to be together like this and whenever they had a chance to make love despite all the rigors and complications of their chaotic lives, it gave them a deep sense of comfort and assurance. While the world may have been full of lies and abstract meaning…They would always have something strong and concrete during moments like this…Moments where they could be together in the closest way imaginable for two lost souls. In a constantly changing world, it was often hard to find things truly worth fighting for…Yet whenever they held each other and relished in the deep bond they had with each other, it gave them something to hold onto…Something that was always worth fighting for. And to Scott Summers and Jean Grey…It was something worth dying for.

Whether they were with each other or together as a unit, the five mutant soldiers of Shadow Cell were always close. They lived, worked, and functioned together as more than just a team. The friendship and comradery that bounded them on so many levels was solid and true…And in a violent world where deception is the norm, it would always give them one thing to be sure of…Each other. They had saved the world from destruction more times than they cared to remember and they had taken down countless determined enemies…Yet it was all in a days work for Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23…For they lived the lives of soldiers in Shadow Cell…The only lives they knew and the only lives they wanted to live.

* * *

AN: Well, that's it for now! This is the life that Shadow Cell lives and this is how different the characters we know and love have become as a result of what has happened in this world because of the presence of this shady organization. You've just seen with the last few chapters how Scott, Jean, Vincent, Wanda, and X23 live in this world and he things they have to go through on a regular basis. Now, with such profound difference, how will this affect the rest of the X-men: Evolution universe? Professor Xavier, the X-men, the Brotherhood, and Magneto are all still a part of this world and the impact of Shadow Cell's presence could change things forever! So what do you all think so far? Do you like this unique universe I've created? Please tell me! Send me your feedback via email or post your thoughts on the fanfiction website! Either way is fine as long as you REVIEW! Thanks a bunch for reading everybody and I wish you all the best!

REVIEWS! SLICKBOY NEEDS REVIEWS!


	16. Breaking News

**Sinister Soldiers  
Chapter 16: Breaking News**

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Thanks for not letting the reviews die down folks! Now here's a quick word to those who took the time to review!

**Agent-G: **Yeah, I'm going to try and add as many Metal Gear references as I can! If for anything, for the sake of reminding people what inspired this story. I'm glad you liked their musings. I thought it would be a good time to show what goes through their heads after they complete a mission. And as for the X23 point, I never said she was 'immortal' in a sense, just that she ages like Logan…Very slowly. I'll clear that up later if I have to, so don't worry! As for Vince, I always did see him as the philosopher type. It's kind of my way of showing the influence Father Michaels and Mr. Kansuke still have on him. As always, I appreciate your review my friend! It really means a lot to me! Stay cool like you always do and thanks again! Peace out!  
**Wen1: **Man, what is it with you and Jean getting pregnant with this? Not that it's a bad thing, but it's not going to happen at every turn. They're lives are heavily regulated, so Jean can't become pregnant. Birth control pills are part of the cocktail of treatments that they have to have every day in order to regulate their lives and their health. So no, she's not going to become pregnant by the last chapter. And as for that line, I really liked that one too! Thanks a ton for all the support you've given me with this fic my friend! I really appreciate it! I hope you like where it goes! There's still plenty of Jott to come!  
**Jenskott: **Glad you liked how I showed Shadow Cell during their post mission rituals. They way they're treated isn't pretty, but thankfully that doesn't really matter to them. They don't do what they do for gratitude, so GURSO can't touch that no matter how badly they treat them. And to answer your question, yes! That last scene will eventually have an unedited version on the adultfanfiction website, but that's a ways off. Trust me, there's a lot more to come! Thanks for the review! Peace out!  
**GothikStrawberry: **Yeah, a little fluff never hurt! As for GURSO, it's really hard to see whether or not they would be able to handle Shadow Cell. They've never had a chance to test themselves since they've always been obedient. But conflicts like that will have to wait because right now, Shadow Cell has other worries! Thanks for the review!  
**Heartsyhawk: **Hey, I understand. I was a senior once and I know how hard it can be. I'm just glad that you still find the time to review my humble story my friend! I can't tell you how much it means to me! The lives of Shadow Cell isn't easy and there's definitely plenty to worry about. And rest assured, things are a lot different without Scott and Jean being the foundation of Xavier's institute and Wanda not being a part of the Brotherhood. You'll see just how different things are when I bring the X-men in next chapter! And in regards to Sinister…Well, you'll just have to wait and see! Again, thank you very much for your wonderful review! I hope your senior year goes well! You rock! Peace out!  
**Simba317: **Of course things weren't the same without you my friend! I was lost without your wonderfully detailed reviews and this one is no exception! I'm honored you find the time to leave such long and kind reviews despite an obviously heavy course load and I hope I can continue to hold your interest with this story as it progresses! I'm glad you liked the camping scene. I wanted to show that while they are obedient soldiers, they still have their individuality and emotions. Scott and Jean's bond shows that and the end symbolizes just how close they really are as a result of what they've been through. Oh, and don't worry…X23 won't live forever! She still ages like Logan. That's not the message I intended to send and I'm sorry if it was confusing. As for the Colonel…I don't blame you for hating him. He isn't that nice of a guy. As for Dr. Essex, you're right to be creeped out…And you'll see just how much so later on! As always, I can't thank you enough for such a wonderful review! They are always such a joy to read and I hope you continue to read and enjoy my fic! Thanks again my friend! You rock! Peace out!  
**KSimonT-X: **Yep! The last two chapters were really Shadow Cell's time to shine and I'm glad you liked how I showed it my friend! I'm honored you like these AU versions of the characters we all know and love. They really are different in this world and there's a world of difference to explore with such a world and rest assured, I'll go into it as much as possible! I know the Colonel isn't very likeable, but trust me…That'll come into play later on. And as for the snake part, yeah…That was just me paying a little homage to Metal Gear Solid 3: Snake Eater…The game that inspired this epic fic! As always, I deeply appreciate your review my friend! And I'm honored my review was so powerful to you! I meant every word of it! I can't wait to see where your story goes and I hope I can continue to entice you with mine! Thanks again my friend! You rock! Peace out!

Also, a special thanks to: **KaliAnn, X00001, Aaron, Quillian, Mark C, Jaguar, Amazing Redd Phoenix, Skin2skincontact, and Diaz. **

Oh, and for those of you who were fans of "Extermination," my good friend Quillian has been kind enough to write a spin-off to it! It's called **"Aftermath" **and it's under his account, so please check it out if you get a chance!

Keep the reviews coming! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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The days that followed were like any other for Shadow Cell. They woke up, went through security, and began their training like clockwork as easily as most people eat three square meals a day. No matter how many missions they succeeded in or how many enemies they killed, there was always room for them to improve and become stronger, faster, and deadlier on all levels of their being.

Upon waking up and undergoing their daily physical analysis, they did their usual CQC exercise and stretching together, which was a mixture of Tai Chi and Kung Fu maneuvers that Magnum had taught them. Afterwards, Magnum usually took them to one of their many training rooms where they would spar, train, or run obstacle courses with and without firearms. Usually after that it was one of their many sergeants that took them and gave them further advanced level training on all branches from the Army and Marines to Delta Force and Special Ops. Sometimes they would have schooling sessions with Dr. Essex or a few ex-CIA operatives, but it was never clear where each day would lead as rigor after rigor dominated their young lives.

Yet remarkably, Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 had come to adapt quite well to this intense lifestyle. Being shadow class mutants and garnering superhuman determination through years of struggle both mentally and physically had yielded them the mindset and strength that made them such powerful soldiers. They wore their uniforms and dog tags as if they were holy relics and they believed in many of the things Dr. Essex and the General had preached to them about freedom, liberty, duty, and honor. And every day, they woke up and followed orders without question, working along with their superiors to become stronger and stronger with each passing day.

For Dr. Essex, the days after their mission allowed him to do a thorough progress report, both for the higher ups back in Washington and himself for more…Personal reasons. From time to time, he would take the members of Shadow Cell aside and talk to them not as a superior officer, but as a friend and father figure to help ensure that they remain who they are both on and off the battlefield. He needed for them to keep their individuality and sense of self and person…Otherwise what he had planned for them later would only be more difficult in the long run.

* * *

As Shadow Cell trained and Dr. Essex observed, the intelligence that they had brought back was thoroughly deciphered by Shadow Cells advanced team of analysts. Since the organization's inception, Dr. Essex and the General had put together one of the most comprehensive and powerful intelligence gathering teams that ever existed. And since Project Shadow Cell was a black program that theoretically didn't exist, they could operate in ways that regular intelligence agencies couldn't.

Much of the staff that gathered the intelligence for the missions that Shadow Cell went on were the best in their field, some of which had established careers before they ever joined the organization. However, like many of the other officials and staff at Shadow Cell, many of them had shady histories and unclean records for whomever they worked for in the past. Some were ex-NSA, FBI, and CIA officials while others were highly educated computer personnel that used to be convicted hackers, but were allowed to continue their craft, only for more noble reasons now. Data from all branches of the government along with many international sources, both legitimate and illegal, fueled Shadow Cell's ever evolving list of missions that ranged from taking down terrorists to handling powerful crime organizations like Columbian and Russian mafia heavyweights or even the Kingpin. And like everything in Shadow Cell…It was all done in absolute secrecy.

"Keep me posted on what you find out about the disks. Remember, I need at least an overall summery before my trip to Washington," said the General to one of the lead computer cryptographers who were going over the data that the team had brought back from their latest mission, "If so many soldiers were willing to die to protect this data, then there must be something on it worth dying for."

"Yes sir," said the younger official as he saluted his superior officer as was custom in any military organization, "We'll keep you informed and you'll have your data within 24 hours at the most."

"Thank you…As you were," said the General as he left the main intelligence center and met up with the Colonel, who was waiting outside, surrounded by GURSO soldiers like always.

"So what's the word?" asked the Colonel as he and his only real superior began to walk and talk along the long stretch of hallway.

"They're still analyzing it, Colonel," said the General, "Remember, these things take time."

"Time is something that is always working against us, sir," stated the Colonel in response as they neared the main training area where the five mutants of Shadow Cell were undergoing some Navy Seal and Delta Force training, "I'm beginning to think that you may not be motivating our intelligence staff well enough to get the job done."

"They are plenty motivated as it is, Colonel," said the General in response, "Not everybody likes to operate under your guise of hard hitting pressure and outright intimidation."

Such a response earned the General a rather distasteful look from the Colonel, who was never one to take constructive criticism easily even if it was from a superior officer.

"In this line of work…You can't afford to be nice," quipped the Colonel as the two men looked out through a one way mirror down at their unit that had brought them so much success as they went through advanced physical and mental conditioning from their Navy Seal drill sergeants.

"It has nothing to do with being 'nice' Colonel," said the General as he watched the fruit of Shadow Cell's labor with a great deal of pride, "It has everything to do with making a staff efficient and motivated…Driven not by fear, but by duty…Pushed not from the outside, but from within."

The Colonel just rolled his eyes at the General's words, wishing he could just open the man's eyes for once instead of letting him go by these seemingly mundane methods of procedure that made no sense to him.

"Well with all do respect, sir…That's a very nice pipe dream at best, but if Shadow Cell's most recent mission is any indication, we absolutely need to step up our data gathering if we're to have any chance at beating the cock suckers who try to wipe out civilization before they ever get too close as our last opponents did," argued the Colonel as he looked down at the Shadow Cell unit with more distaste since in his mind, they were still mutants.

"Our data gathering has not failed us thus far," quipped the General in response, "I see no need to upset the balance."

"Oh come on, sir! You saw how close those terrorist pricks were to unleashing that virus! You honestly can't say that we did our jobs by letting them get so far before stopping them!" spat the Colonel, getting increasingly frustrated by the General's innate naivety.

The General's good mood was quickly beginning to sour at the onset of the Colonel's tone. For many years now, the Colonel had been one of the most vocal critics of Dr. Essex, but now that Shadow Cell was doing field work, he was facing part of that censure as well. He knew it was in the Colonel's nature to be paranoid…That's why he ended up the way he did. And like it or not, it was he who appointed this man to be one of the highest ranking officials concerning the project. He may have gotten things done, but the near constant barrage of paranoia, suspicion, and ostentatious criticism towards how things worked with the organization was starting to get annoying.

"Colonel…There's only so much of your 'constructive' criticism that I can take," said the General in a calm, yet stern tone, "Now I know that paranoia seems to be etched into your mind…But outside that head of yours, there are policies and protocols that we have to follow if we're to keep this organization at peak performance. And no matter what I tell you, you don't seem to remember that our team was able to stop those terrorists regardless of their progress, and that's what matters most…And since our teams did their jobs, those terrorists are now rotting in the Hindu Kush never to threaten another soul again."

The Colonel knew not to talk back to his superior, given that he was the only one who had the power to reprimand him. And like it or not, the General was a man who he still respected and needed in order to handle the many things he couldn't both within and outside the Shadow Cell organization. There may have been many things he disagreed with him upon, but like it or not, he had to keep with his protocols.

After taking a few deep breaths and keeping his respectful posture to his superior, the Colonel managed to calm down somewhat as the General's rhetoric seemed to dissuade any further slander.

"Sir…You know I don't wish to speak out of line…And you know I respect you greatly in all the work you do…" said the Colonel, keeping his tone more controlled this time around, "But I just wish to point out the areas where this organization is lagging and…"

"This is a constantly changing world, Colonel…" said the General, cutting him off in mid sentence, "Each day brings something new to the table and there's only so much we can prepare for…That's the nature of the world we live in. Shadow Cell has saved civilization God knows how many times and we have become the most successful and prominent espionage and enforcement agency on the planet…That alone says we're doing something right. Now I know you don't like working with mutants and I know you'd do things differently if our positions were reversed…But for the time being, let's just take things as they come and dedicate the resources we have been blessed with towards remaining forever vigilant in the face of every threat we face…Is that understood?"

"Yes sir…" said the Colonel in a low tone, clearly not liking how this conversation had gone for him.

As the Colonel watched the General look down at the five mutant soldiers with a proud smile on his face, the Colonel couldn't help but roll his eyes in disgust. No matter how long he had been at this organization, he could never understand how he could look so kindly upon and think to highly of mutants. The whole reason behind the formation of the GURSO unit was to police and if necessary, eradicate these freaks once and for all so they wouldn't threaten the public. Yet the General just seemed too amicable for his own good in the Colonel's eyes, for no matter how much these mutants had done for this country and this world, he would never stop believing that it would be a whole lot easier if freaks like them didn't exist.

"Look at them, Colonel…" mused the General as he watched a few of the Shadow Cell soldiers perform superhuman feats against each obstacle they faced in the obstacle course, "So driven…So proud…So determined…They're everything a soldier could ever hope to be. We should feel proud…For we have created the most powerful unit ever assembled. And because of their sense of honor and self sacrifice…Countless masses of innocent people can sleep easier at night."

Such words only left a bitter taste within the Colonel's mouth as he let out deep scorn of disapproval in his superior's choice of words.

"Charming…I wish I was one of them," said the Colonel as he frowned upon the mutant soldiers his unit had to contain and made his leave.

* * *

Down in the training room Scott, Jean, Vincent, Wanda, and X23 were working on their fourth hour of training on the specially designed obstacle course that was completely customized for Navy Seal and Delta Force training with advanced holographic projectors that made both the danger and the situations indistinguishable from the real thing. Magnum was there like always and she remained more or less stoic as usual as the six drill sergeants yelled and ordered the five mutant soldiers around with each task they underwent.

"MOVE! MOVE! MOVE YOU LITTLE SHITS! YOU AIN'T GOING ANYWHERE UNTIL YOU FINISH EVERY LAST ONE OF THESE COURSES!" yelled one of the drill sergeants as the holograms were reset for yet another run.

The five mutant soldiers were given only a brief moment to catch their breath as they waited for their next simulation to boot up, but like always they never said a word of dissent.

"Okay kiddies, it's the jungle scenario now!" bellowed one of the Delta Force sergeants as the holographic layout began to take shape before their eyes, "You know the deal…Live ammo and live danger! Complete each task or end up in the infirmary! Is that clear!"

"Sir yes sir!" yelled the five mutants simultaneously in perfect unison.

"Bullshit, I can't hear you! Sound off like you got a pair!"

"SIR YES SIR!" she shouted as a loud signaling siren went off and they stormed the jungle course with every ounce of determination they would garner if this was a real mission.

They all diverted as the clock started. Scott took the central stretch that was laced with gun sentries, Vincent took the path right next to him that was laced with powerful explosives, Jean took the river route that was filled with mockups of dangerous animals and enemy soldiers, Wanda stayed low and stormed the thick brush, and X23 used her claws to take to the trees and use her guns to take down enemy snipers before they picked off her or her teammates.

'Everybody, stay sharp! The sentries have a greater range this time and there are more traps on every path! Mayhem and I will try to clear the way, but keep your guard up!' said Scott as he fired several optic blasts to hit a few turrets while using his handguns to take down the smaller ones hidden in the thick brush.

'We always do, Cyclops…' said X23 as she used her formidable gun slinging skills to take down a few sentries hidden atop the branches while using the claws in her hands and feet to work her way around the trees.

While Cyclops and Mayhem were using their firepower and strength to clear a path through the heaviest of the traps, Phoenix was using her pyrokinetic powers to clear the way while exposing hidden sentries with her telekinesis and smashing them to bits. The Scarlet Witch was also hard at work trying to clear out the hidden surprises that were left near the fringe of the course that sought to obstruct the paths of all her teammates and with her hexing powers and her trust handguns which she affectionately called 'the twins,' she managed to neutralize each trap before it could be activated.

While this melee of explosions, blasts, and gunfire erupted within the large training area, the drill sergeants timed and monitored their progress, not only making sure they completed the task within the allotted time, but kept themselves concealed and efficient as much of their Delta Force and Special Ops training required.

"We seriously have to consider getting a bigger course…" said one of the Navy Seal drill sergeants, "This old high tech playground just isn't cutting it for them anymore."

"Relax, they're always expanding on this place," said the lead Delta Force instructor, "At one point or another, we'll find something to hold these freaks back."

Bursts of fire from Phoenix, blasts from Cyclops, and hex bolts from the Scarlet Witch caused the whole area to erupt in a flow of destruction and precision as the five mutant soldiers made their way from obstacle to obstacle, converging at some points and having to go through teamwork parts of the course together. Most of the time, Cyclops paired with Phoenix and Mayhem paired with the Scarlet Witch, but X23 often remained alone since they discovered long ago that she worked best as forward support, often either clearing the way of sentries or taking down those that missed. On the rare occasions she did pair up with somebody, she usually did so with Mayhem or Phoenix, but during this run she stayed high and took worked as the spearhead to their advance, taking down sentries both up top and below with her claws and guns.

'X23, can you see the target from up there?' sent Phoenix as she stayed close to Cyclops as the protocols dictated for the team portion of the course.

'Yeah…It's a small clearing past a stream of muddy water,' answered X23 as she kept her guns firing constantly down upon the sentries that she could easily smell.

'How much time do we have left?' sent Cyclops as he and Mayhem remained behind the girls, who used their telekinesis and hexing powers to clear a path while they handled the sentries hidden in the brush.

'30 seconds!' replied Mayhem, who was often the timekeeper of the group.

'We only need 15…' said the Scarlet Witch as she stepped up her powers and hexed a small, narrow path for them off the main area where they could make their way to the target area quicker and stealthier than their current route.

They stayed low to avoid detection and followed the telepathic images that Phoenix sent them, which she got mainly from X23 and her bird's eye view. Several surprises popped up along the way, most of which included dynamite booby traps and pits with spiked bottoms, but the Scarlet Witch was easily able to disable the bombs with her hexing powers and Phoenix's telekinetic bursts were able to expose the pits before anybody could fall into them.

Then, ten seconds later, they all converged in a small clearing near the target area, marked by an American flag. As they all leaped over the small stream of muddy water in one last push for completion, a large crocodile shot up from out of the water, but was quickly subdued from a single blast from Cyclops as they all completed yet another course.

"Time!" shouted one of the drill sergeants as a buzzer noise sounded, signaling the end of the session.

As the hologram faded, the officers present went over the final time. Many of those who saw it were quite impressed, but they had to hide this feeling as they now faced the mutant soldiers as they waited dutifully for their next order.

"A minute thirty…A new record," said the Delta Force drill sergeant, "It's good…But it can still be better!"

Normally, most people would have celebrated setting a new record, but for Shadow Cell, there was now show of celebration for them. They all stayed stoic and silent as they caught their breath and prepared for their next order. It had been four hours since they started this one session, but they had gone longer before and after this, there were at least a dozen other rigorous activities they had to go through as a part of their 'normal' day.

"We're done for the day, but we're gonna work on your infiltration skills next time, so don't let yourself get sloppy!" bellowed the lead Navy Seal drill sergeant, "Now fall out and hit the weight room!"

"Sir yes sir!" said the five mutant soldiers in unison as they saluted and followed Magnum and a platoon of GURSO soldiers that converged around them while they made their way out of the room and headed over towards the weight room for their daily two and a half hour weight training routine.

As they made their leave, Magnum pulled them aside for a quick word.

"Those men are fools…You should know by now not to take the bullshit they spit at you night and day too seriously," she said to her pupils.

"Of course Magnum…You taught us better than that," said Vincent as they all stood attentively towards this teacher and mentor that had been somewhat like a mother to them over the years with what she taught and nurtured within them.

"And yet every day, the lot of you are pressured more and more to forget the concepts that I have preached which come into conflict with those that are drilled into your minds by fools who believe soldiers are mere tools," she said in her thick, Russian accent.

"But it's your teaching that lends us the most help in battle," said X23, not knowing what her long time mentor was getting at.

"But my teaching alone could never bring you the victories that you all have so earnestly fought for time and time again…" she went on, intent on getting her point across, "With every skill you learn, be it from me or the multitude of other instructors here from the Army to Delta Force, they all must work in tangent in order for you to become the most powerful soldiers you can be. One path alone can never lead to the most promising end of every challenge you face. Along the way, new things come about and new developments forever shake the world and the foundations for which you build your existence upon. The mission of one day could just as easily become a forgotten moment the next day. And in order to grow to your utmost level of being, you must take everything you have learned both on and off the battlefield and integrate it into your mind, body, and soul…"

"But…How do we use everything if you say one way can never be the right way?" asked Jean, taking in the words of their trusted teacher, knowing each word she said came from a lifetime of experience.

"That I cannot tell you…" said Magnum, "You must all remember…There will come a day where I can teach you no more and it will all be up to you in order to find yourselves both as soldiers and as warriors. When that day comes…No matter how soon or distant it may be…It is up to you to take that which you have ascertained all this time and integrate it into your being. It's not enough to master every skill…You must make it a part of yourselves. Like breathing, walking, and blinking…It must flow through you in your own way. No two soldiers will ever yield the same attributes, and the five of you are no different. And of all the things that have taught you…The one thing that I have given you that no amount of training or rigor from Dr. Essex or your drill instructors were never able to bestow is the ability for you to teach yourselves. What you choose to become with that knowledge is not up to anybody but yourselves…Remember that."

The five mutant soldiers that were in many ways still students all respectfully nodded in response, taking to heart what this strong, stoic woman was saying and committing it to memory in order to help them get through each rigorous day that they faced. Whether it was in the heat of a mission or through the intense rigors of training, there was always something for them to learn and feed upon as they grew into the soldiers that were today. And with each passing day they were continuing to grow and manifest into a force all their own…One of great power and ability the likes of which had never existed before. The lives they saved and the lives they took were all apart of what they did and what they fought for. Many times, their existence seemed ambiguous at best, forever obscured by the orders and routine that they were all subjected to on a daily basis.

However, with help from special guides like Magnum, they had grown into the soldiers they were today. They alone were a unique force…A force that functioned on a level unlike any other before it. Knowledge and power went hand in hand with them and they had learned to fight with their minds just as much as they had with their bodies.

"We'll find our path…" said Scott, "After everything we've learned, I know we'll make you proud."

"It is not I who you should be trying to please with you're growth…It is yourselves that you must do this for," said Magnum stoically, "Being a soldier can be as easy to some as picking a cause and fighting for it…But being a true soldier like that which you all are aspiring to goes beyond merely the presence of a cause…Because in the end, it is more focused on the concept of faith."

"Faith?" said Wanda upon hearing her mentor's ever enigmatic words.

"Yes…Faith," affirmed Magnum in a deep tone, "In a world where lies are ubiquitous, the one source of truth is often faith…And just how much of it you are willing to put into a cause. Right and wrong are only relative…It is faith that is the true constant…And it is faith that is the true drive. A willingness to die for what you believe in is never enough…A willingness to live and see through that which you have faith in is what can mean the difference between coming back alive or dying for nothing. All the training you receive from both myself and the drill instructors who yell at you endlessly have only given you orders, knowledge, and skill to carry out a mission…But it is up to you to have faith in that mission in order to see it through. And what's the one thing I've always told you about the mission?"

"All else is irrelevant…The mission is key," they all answered mechanically at the same time.

"Yes…And as you all grow older, it is up to you to find your faith…Both in yourselves…And in each other."

And with that, Magnum left them as they took a moment to digest her words before once again being hurried along towards the weight room by the GURSO soldiers. As warriors of Shadow Cell, they had always followed orders with obedience and efficiency no matter how rigorous it may be. However, this mechanical response to orders seemed to be exactly what Magnum was preaching against…For no matter how many missions they went on or how many times they saved the world from annihilation, there was never much room to think about anything other than the mission.

Yet the knowledge of what they had come to accept about life and the importance of each mission they faced never did much to lead them towards questioning or taking a good look at that which they have faith in. The ideals, beliefs, and attitudes which they viewed the world had always been merely words with a defined meaning and never anything too personal for them in their own way. Their definition of what they fought for was no different than that of anybody else who chose to become a soldier. It was how they viewed their ideals on an individual and collective basis that they never seemed to be able to grasp no matter how many times they fought and nearly died for what their cause.

As the all walked silently and went about their routine as they always did without question, Magnum's words hung strong for all of them. Scott, Jean, Vincent, Wanda, and X23 had all felt as though they were a part of something far grander as Shadow Cell soldiers, yet until now it had never been truly put into perspective.

'What do you think she wants us to do now?' Jean sent telepathically to her friends and comrades as they all walked silently and stoically with the GURSO soldiers that had weapons pointed at them the whole way.

'Knowing Magnum…I don't think she wants us to do anything at this point…Because in retrospect, we can't,' sent Vincent in response.

'But…She had to have said that too us for a reason,' quipped X23 in response, 'She never tells us anything that we don't use later on.'

'It might not be that kind of knowledge, X,' said Vincent in response, 'Remember…She said we have to learn take what we've been taught to teach ourselves. And I think there's no way to show us how to grow in some ways even after all the training and experience we've been through.'

'But still…Why now?' questioned Wanda, thinking seriously about what her mentor had said about where they were heading both as soldiers and as students.

'I don't think it's a matter of why she told us, Wanda…' said Scott in response, 'It's just another phase in the world we live in. We have to remember that things can change in an instant. With everything we've all experienced…Both before and after coming to Shadow Cell…We know better than most people that it only takes a single moment for everything to change. And I think Magnum along with everybody else here at Shadow Cell wants us to be ready to face changes like that when they come…'

'Change or not…' sent Jean as they all were herded into the weight training room where they were given their rigorous daily routines that always pushed the limits of their bodies and minds, 'It's still up to us to grow with time and find ourselves through each conflict we face. Only then will we probably know the true meaning of what we as both soldiers and individuals fight for every time we struggle with the missions we face both on and off the battlefield.'

* * *

As Scott, Jean, Vincent, Wanda, and X23 began their usual weightlifting routine, Dr. Essex took his notes and observations that he had carefully recorded while watching them in the hologram training room and returned to his office to log them. Ever since day one of their recruitment, Dr. Essex had been keeping a highly detailed record of their progress from the traumatized kids they were before to the determined, battle hardened soldiers they were now. Every time he took note of how far they came, he smiled to himself with pride…For this was his project…And these were his children.

The data he recorded had both personal and utilitarian use. He often used it in his progress reports that he gave to the staff and the General for his usual report to the higher ups back in Washington…Yet no matter how detailed they were in the eyes of those who saw them, there were always mountains more that he purposefully omitted for his own personal reasons.

"It's so close now…" he told himself as he looked at his notes and reports that clearly documented each and ever detail of progress the soldiers of Shadow Cell were making with each passing day, "They've grown so much…They've become so strong. Hardened…Driven…Powerful…Such wonder creations…Such strong potential…And it's just building and building…Begging for me to tap it. Soon…Very, very soon…I shall finally be able to finish that which I started all those years ago…And when it's done…It'll be so beautiful…So majestic…So…Perfect."

As he logged in his data, he kept a few of his reports in a hidden compartment of his desk that only opened to his special retinal signature. Nobody else knew about it…Not even Magnum…Yet the contents of this compartment embodied more than anybody could have dared to imagine. Much of what he kept so secret were detailed blueprints and elaborate procedures of processes that resembled the bio-mutagenic accelerator…Only in a much more…Profound manner.

He had been working on them secretly since the project's inception, yet nobody even had a clue that such work even existed…And that's the way he intended to keep it. So far, everything had gone better than he ever could have planned. He had all the resources he needed…He had the machinery, the knowledge, and the specimens. Now, all he needed was time to bring them all together in one glorious swoop that would make the progress of Shadow Cell seem like a mere drop in the bucket compared to what he had planned for the world. As long as things kept going the way they were…Everything would manifest exactly as he planned. He just needed to keep his anonymity and remain vigilant for the challenges that lie ahead.

As he put his things away and sealed the compartment, the door to his office suddenly opened and Magnum stepped in. Upon seeing her, Dr. Essex flashed a rather sinister grin…Clearly hinting that he was in a good mood after all that had come to pass so far.

"You don't like to waste time, do you?" said Magnum as she looked at the computer screen, seeing the report that looked ready for the General's eyes.

"Of course not, Magnum…You should know me better than that by now," said Dr. Essex with a light chuckle, "Time is the only force working against me in preparation for my ultimate goals…Yet given my…Unique advantage, time is nothing more than a nuisance and shall soon give into the one counter that always offsets it…Inevitability."

"I still feel that the Colonel may be getting too suspicious," said Magnum in a stern tone, always feeling a hint of distaste form in her mouth every time she mentioned the Colonel.

"The man is suspicious of everybody, Magnum…Nobody takes him too seriously," scoffed Dr. Essex.

"But like it or not…He still has the capacity to interfere in the long run," said Magnum, sounding all to eager to do a way with the ever critical Colonel that had been such an annoying roadblock in her ever constant drive to fulfill her duty.

"Ah…But that capacity can only affect the time in which my plans will manifest," reasoned Dr. Essex, still full of confidence and certainty, "I have made every last aspect of my ultimate goal with a meticulous level of detail…A level for which someone as simpleminded as the Colonel could never fully ascertain."

"Simpleminded or not, the man has been pestering me about my teaching skills lately," said Magnum bitterly, eager for Dr. Essex to do something about it.

"What you bring to the project is many times different than that which he brings…" said Dr. Essex in a reasonable tone, "He is a simple man who has gone by the standard military textbook his whole life…And look what that yielded him."

"Funny…I always thought it was that annoying personality of his that brought him down," quipped Magnum, knowing full well the Colonel's history.

"It was a dangerous mixture fueled by plenty of things both personally and environmentally," said Dr. Essex, "And given what we have to work with, you need not concern yourself with his pestilence forever. Like all the others…He will pay the price."

"Well whenever you chose to go forth with the next phase, Nathanial…I only hope you do it soon," she said in her stern, heavily accented tone, "Otherwise, I may simply blow that meddlesome man's head off before fate catches up with him."

"Patience Magnum…Patience," assured Dr. Essex in his calm, collected tone, "You've been doing the best job imaginable with our five little recruits regardless of the Colonel's criticisms. You've been every bit the teacher and mentor that I had hoped. Because of you, the soldiers of Shadow Cell have attained a level of skill and effectiveness that would never have been possible with any other mentor. And time and time again, you have assured me of the investment I so earnestly entrusted you with."

"And as long as you keep up with all the rewards that you have given me, then I shall keep making our little specimens the best they can be until the big day comes," assured Magnum.

"That is something you need not worry about my dear…" said Dr. Essex confidently, "If everything I've paid you, both financial and otherwise, is any indication, then rest assured I have no intention of going back on that which I have so honestly upheld all this time. And besides…It's not like I could betray you even if I wanted to."

"That's not the way I operate…" said Magnum in her usual stoic tone, "You know that…I know that…And it's part of the reason why I'm so good at what I do."

"No argument here," said Dr. Essex in a somewhat humored tone, "I just consider myself lucky that I have been able to find such a perfect teacher to train and nurture the next great step in evolution."

"Don't flatter me, Nathanial…" said Magnum in a threatening tone, "You know it annoys me."

"My apologies…" said Dr. Essex as he held up his hands innocently, knowing Magnum had a tendency to be volatile, "You're such an enigma at times that even my great mind has troubles processing it."

"You have your area of specialty…I have mine," said the imposing Russian woman, always aware and always assure.

"Indeed…" said Dr. Essex in agreement, "In addition, considering how knowledgeable you are with tutoring our subjects in the realm of psychology and mentality, I was hoping that you would find some time to…"

Then suddenly, before Dr. Essex could finish his sentence, the door to his office burst open. Acting on instinct, Magnum pulled her trusty 44 caliber on the intruder, surprising and shocking him greatly as the stoic Russian mercenary was only a hair-trigger away from blowing this unfortunate individual's brains out.

"Dr. Essex!" proclaimed a young, yet deeply startled officer as he found himself suddenly staring down the barrel of a 44 caliber magnum.

There was a great sense of urgency in his tone and a look of great distress dominated his face, quickly sparking Dr. Essex's interest since he knew nobody would ever dare to barge into his office like this without a damn good reason.

"Magnum, stand down…" said Dr. Essex in a calm, yet firm tone as he remained focused on the young officer, "What's going on? Why did you barge into my office when you know I dislike any and all intruders?"

"I'm sorry sir," said the young officer, sounding out of breath, hinting that he had made a mad dash over to the area in his fit of urgency, "But something's come up…Something big that you have to see for yourself!"

Growing all the more suspicious, Dr. Essex walked over towards the doorway where the officer and Magnum, who still had the gun pointed at his head, stood. The young officer was noticeably shocked and terrified, but as Dr. Essex took his words to heart, he signaled Magnum to lower her gun.

"Come…Show me," said Dr. Essex intently as the young officer gave him an affirmative nod and led him out of his office.

The young officer moved at near jogging speed as Dr. Essex and Magnum followed from behind, growing all the more curious as to what was causing such a ruckus. As they made their way to their destination, other officers and officials were making their way down the hall as well in a similar distressed manner. Whatever was going on seemed to be resonating all throughout the base, forming somewhat of an ominous aura throughout the area as Dr. Essex and Magnum reached their final destination.

In the main intelligence hub where all incoming data was sent to for processing, a slew of high and low ranking officials crowded around the big screen TV that dominated the front of the room. The Colonel and the General were there as well and both of them had deeply distressed looks on their faces as they watched what was being broadcasted before them.

On the TV screen, it was like a scene right out of a Hollywood movie. A giant robot stomping its way through downtown Manhattan was fighting a group of what looked to be super powered youngsters. There was a young man with wings, a purple haired ninja woman, a white haired African woman who seemed to be conjuring tornadoes and lightning, a young man that had a demonic figure that was teleporting all over the area, and a multitude of other seemingly impossible beings with abnormal powers. However, this was no movie or work of fiction…This was a live news report that was being broadcasted all throughout the country and the world.

The super powered beings were mutants…And their image was being shown all over the world. What was once a deeply kept secret among the highest levels of power in the government was now there for all to see. And while many had looks of great concern etched upon their faces, Dr. Nathanial Essex seemed to be the only one not so deeply affected by this as a slow, sinister grin spread across his face.

"Son of a bitch…" said the Colonel with great anger and bitterness as he and the rest of the officials present watched a world changing event unfold before their eyes, "It's happened…It's finally happened. The shit has officially hit the fan…Mutants have just been revealed to the whole fucking world!"

"I know, Colonel…I know," said the General as he looked upon this report with equal concern.

"So then what do we do now?" said the Colonel, brimming with anger as he watched years of a carefully executed cover up crumble right before his eyes, "How the hell are we going to contend with this new reality?"

"Simple Colonel…" said Dr. Essex, who sounded far less affected in comparison to everybody else present, "We just accept the fact that the world will be very different as a result of this. You said it yourself…It only takes a single moment for everything around us to change. And with change comes new challenges…And from the looks of it, Shadow Cell will have plenty of new tasks ahead of them…"

* * *

AN: Well, there you have it! The cat's out of the bag! The mutant phenomenon is official now a la the "Day of Reckoning" episode. I told you the X-men were a part of this universe, and now you all will soon find out just how the presence of Shadow Cell has changed everything. It's a different, unique world now…And there's plenty more to tell, so stay tuned as the X-men make their debut in this fic and exact their influence on the events to come! But before I get to that point, don't forget to REVIEW! Send your comments to me via email or post them on the fanfiction website! I hope you all have enjoyed this story thus far and I wish you all the best!

BOOM! EVERYTHING IS DIFFERENT NOW! REVIEW WHILE YOU STILL CAN!


	17. Enter The Xmen

**Sinister Soldiers  
Chapter 17: Enter The X-men**

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Keep the reviews comin' people! Don't let them fade! Now here's a quick word to those kind folk who reviewed!

**Agent-G: **Yeah, like I said, one character building chapter just isn't enough with this. And last chapter was a good way to show that things have evolved since the early days and they have all matured since then. As for Magnum's speech, I'm glad you caught that! I got the idea from the little speech that The Boss gave Snake in Metal Gear Solid 3, so you can see where the connotations could lead! Now, it's time for the X-men to make their appearance! Hope you like it and thanks again for all the wonderful support you've given me my friend! Stay cool like you always do my friend! Peace out!  
**Heartsyhawk: **Glad the last chapter gave a bit of a wakeup call because everybody will need to be alert for the events to come! And if you love Psylocke, I think you'll like her role in this fic and this AU! As for Sinister's intentions, that's still a ways to come. But rest assured, all will be revealed in due time! As always, thank you so much for your kind review! I always appreciate it and I hope you continue to enjoy my fic! Peace!  
**Jenskott: **I know, the Colonel isn't that likeable to say the least, but you'll see more of that later on. For now, things are definitely changing with the X-men now making their appearance in this very different world. You'll see just how much so with this chapter and in future events to come! As for Magneto and the Brotherhood they're up next so don't worry! There's still plenty to come! Thanks again for the very kind review my friend! I hope you like where I take this and peace out!  
**Firebane5: **Hey! Great to hear from you again! I'm glad you found time to review the last chapter because it marks a big turning point in the fic! Now, the X-men and the Brotherhood are going to start playing a part with this and trust me, it'll have profound implications on future events! As for Magnum and Sinister's intentions, you'll just have to wait and see! Rest assured, they will be revealed! And if you want to mail Agent-G and me some OC ideas, feel free to do so my friend! New ideas are always appreciated! Thanks for the review and I hope you continue to enjoy my fic!  
**Aaron: **Yeah, you're right about Sinister having secrets and trust me, they'll come into play later on! And with people like Magnum and the Colonel involved, you can expect things to get quite intense! Right now, the X-men are ready to make their debut in the Shadow Cell universe and I hope you enjoy the part they play, because rest assured, they will be major players with things to come! Thanks as always for the review! Peace out!  
**KSimonT-X: **Wow, as always you manage to flatter me with such amazingly kind words of encouragement! I can never thank you enough for that my friend, for it really does inspire me to become a better writer! You humble me with your kindness and I'm honored that you give my story such praise. Now, the X-men are about to make their entrance into this world and things are about to heat up! I really hope you continue to enjoy this and I really hope I can continue to entice you with this tale I have to tell! As always, thank you very much for your kind feedback my friend. I can't tell you how much it means to me. Keep up all the great work on both of your fics and peace out!  
**Simba317: **Oh yay! You reviewed! I didn't know if I was going to hear from you this time around! It's always wonderful to hear such delightful and thorough feedback. I'm really glad that you like the relationships I've developed between the team and between Dr. Essex and Magnum. Although I understand your feelings towards the Colonel, you can expect him to continue to play a role in future events. A guy like that just can't help but have influence! As always, reading your review was such a pleasure and I can't thank you enough for taking the time to post suck kind feedback despite your schedule. It really is an honor! Thank you so much and peace out my friend!

Also, a special thanks to: **Quillian, X00001, Mark C, GothikStrawberry, Wen1, Amazing Redd Phoenix, KaliAnn, Anonymous, and Skin2skincontact.**

Oh, and for those of you who were fans of "Extermination," my good friend Quillian has been kind enough to write a spin-off to it! It's called **"Aftermath" **and it's under his account, so please check it out if you get a chance!

Come on people! Don't let the reviews die down again! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

* * *

The pristine landscape of upstate New York in the county of Westchester was like any other typical American community in the daze of modern life. Both in the suburbs and within the nearby city of Bayville, the people of this area lived much like the rest of the world…Going about their daily lives completely oblivious of the forces that kept everything around them going. Whether it was the lies that fabricate the reality that everyone had come to except or the simple mundane things like how the street lights worked or where their electricity came from, few people ever gave it a second thought as they went about their business. Yet beneath this seemingly mechanical existence, there lurked many untold mysteries within each person and place…And Westchester was no exception.

Perched atop a scenic area not far from a lake was the Xavier Institute for Gifted Youngsters. On the surface, it looked like a large mansion that only the rich and affluent could ever hope to reside, yet in reality it was a school…One truly like no other. The students and staff that resided within were indeed 'gifted' in many ways, but not in the manner one might expect. They were mutants…Men and women born with amazing powers written into their blood, giving them fantastic abilities that ranged from telepathy, to phasing, to flight, and even teleportation.

The institute was run by a wheel chair bound man named Professor Charles Xavier, a former teacher and doctor who once worked with trauma victims in war torn regions. As a man of knowledge and humanity, he believed that mutants were the next step in human evolution…Capable of bringing mankind to a new state of achievement and virtue with the amazing powers that they had been blessed with. However, given mankind's innate fear of that which it doesn't understand, there were many roadblocks on the path to enrichment.

Mutants had been living in secret from humanity for untold centuries, running and hiding from those that oppressed them or simply because they were scared of what they were becoming. However, Professor Charles Xavier had taken it upon himself, using the many resources he had at his disposal with his family fortune and knowledge of both the science and mentality of humans both mutant and non-mutant alike to educate and promote peace and understanding.

As a mutant and the world's most powerful psychic, Professor Xavier sought out and aided those who needed it, helping to teach them that they were not cursed or diseased…They were blessed. At times, he would come across mutants with powerful abilities that they struggled to control. Other times, he would find mutants with unfortunate backgrounds that hindered their ability to live a normal life. Yet through his institute and the resources that he had, he worked to give them all a chance to put these blessings to good use for the benefit of mankind…However, even though he sought peace, he knew that vigilance was always required in a world where so much fear and intolerance resided. And because of this need to be vigilant and protect a world that both hated and feared them, he formed with his proud and dedicated students a team of mutants that helped promote ideals of peace and understanding…A team known as the X-men.

* * *

Professor Charles Xavier was in his office where he conducted his usual study. It was midday and the sun was shining brightly through the room, yet an aura of worry and anxiety seemed to hover over him as he watched many of the infamous images he had seen first hand blare across the TV.

Alongside him were three of his friends and fellow teachers who helped him manage the institute and the students within. One was a beautiful African woman with stunning white hair, eyes as blue as the sky, and a gentle aura about her. She was Ororo Munroe, the first teacher to take up the challenge of working here at the institute after having met the Professor as a graduate student in college. She had the power to control and manipulate the weather, hence she went by the codename, Storm.

Standing close beside Ororo was a short, burly man bearing a body ripped with muscle, a bearded face, and a rugged demeanor. He was known to both the students and himself only as Logan, codename Wolverine, and he had no memory of his distant past. He had been the unfortunate victim of a project known as Weapon X where his memories were wiped out and he underwent a procedure meant to turn him into a living, breathing killing machine more animal than man. Through an excruciating process, his entire skeleton was laced with the indestructible alloy known as Adamantium and through this procedure, he was also granted a pair of retractable claws bearing the same metal that came in and out of his knuckles at will. It was a process so damaging that nobody else could have survived it and the only reason Logan did was because he was the mutant ability to heal from any wound and even re-grow limbs if they were lost. This healing also kept him from aging, keeping him perpetually in his mid to late twenties. To this day, he was still uncertain of his age or his past, but through the help of Professor Charles Xavier, he had learned to control the rages that had long haunted him and had become a trusted and respected teacher and mentor to the students at the institute.

Last but not least was a large, ape-like man with blue fur and an appearance that resembled that of an oversized gorilla. With strong muscular arms and the agility and prowess of an ape, one might have suspected him to be some sort of monstrous animal…Yet in reality, he couldn't be more different. He was Hank McCoy, codename Beast. Originally, he had been student of Xavier long ago before he had founded the institute. As a mutant born with ape-like agility and strength, he struggled to stay human. But thanks to the Professor, he grew into a very smart and intelligent man who could match wits with pretty much any other mind that dared to question his brilliance. He was a very calm, passive, amicable man…Almost a complete paradox compared to the beast that lurked within. As a mutant, the manifestation of his appearance was suppressed through the use of a serum he had concocted himself and it had kept him human for many years. Yet eventually, his mutation caught up with him and the serum lost its effectiveness, leading to a rather messy situation that Professor Xavier and the X-men helped him resolve. While he couldn't revert back to his human appearance, he was once again in control of his humanity…Yet it was gained at the cost of his life as a respected high school teacher at Bayville. Nevertheless, he continued to teach, only now he did so at the Xavier Institute where he was well-liked by the students and didn't have to worry about his appearance.

Along with his three associates and friends, Professor Xavier ran the institute with his friends, working for a better future for both mutants and humans alike. But as they watched the images of the X-men fighting the gigantic mutant hunting robot known as a sentinel on the television screen, such a future now seemed all but uncertain.

"This story is on every channel…" said Logan with a bitter tone as he watched the images that the rest of the world now knew so well, "Don't people ever get tired of watching this shit?"

"It's an amazing and unexpected development for everyone, Logan…One nobody could have anticipated," said Professor Xavier in a collected tone as he watched the images on the screen play out once again, "While I knew mutants would eventually be revealed to the public, I had no idea it would happen like this."

Live video of public reactions from riots to citywide lockdowns flashed were broadcasted for all to see, clearly showing the fear and anxiety that dominated in the aftermath of what happened. It was now a world of fear…Everybody was confused and uncertain what was going on…And mutants were at the center of it all.

"Well you have to admit, a coming out like this would hardly spell elation for the public," said Hank in his usual intellectual tone, "One always tends to be weary upon seeing something that seems as whimsical and extraordinary as a team of super powered individuals fighting off a giant robot in the middle of downtown Manhattan."

"Hey, it ain't like that whole mess was our fault!" said Logan, feeling all the more embittered as he heard more slanderous words from the news about mutants, "If Magneto and the Brotherhood hadn't set us up and if Trask hadn't built that damn thing in the first place, then this never would have happened!"

"What's done is done, Logan…" said Ororo in her wise, comforting tone, "This is our new reality now…This is the world we live in now."

"Indeed, Storm…" said Xavier in agreement, "And it's been by no means an easy adjustment. Some cities are imposing an evening curfew, suspected mutants are being lynched as we speak, and fear now pervades among the masses."

"Yeah…Too bad ya can't wipe everybody's mind like ya did at that football game four months ago," said Logan, "Now the whole world is going to hell because of this."

"This is only the reaction old friend…" said Professor Xavier, hoping to alleviate some of the fears he could so clearly sense from his friends, "The public needs time to get used to the idea that mutants exist. We can't change the way we were revealed…But we can shape the way we are perceived. It'll definitely take time…But for now, we must simply learn to adapt to this reality."

"Easier said than done I suppose," said Ororo as she watched a few snippets from the news about public opinion towards mutants, most of which was hardly uplifting, "Right now, I'm worried how the students will handle themselves now."

"They'll learn, Ororo…And so will we," said Professor Xavier as he finally switched off the TV and turned to face his friends, "For now, we just need to give the students as much support as possible."

"And I don't think it could hurt to step up the training sessions a bit more," suggested Logan, for the safety of these kids that he had vowed to protect always came first for him, "It's a dangerous world out there, Chuck…Better they be prepared for it."

"That's understandable Logan, but keep in mind, we don't want to provoke conflict…We want to encourage understanding," reasoned Hank.

"Hey, all the public understands now is that a bunch of mutants were fighting a giant robot in the middle of Manhattan," grumbled Logan in response, "Stuff like that ain't easy to get over no matter how ya look at it."

"Be that as it may Logan…It shouldn't change our goals or hinder our aspirations," stated Xavier, sounding remarkably strong in the face of such new challenges, "Time will go on…Both the students and the world will adapt. We've all trained them well…We've all watched them grow. But we have to accept that there will be troubles at times and some of them will most certainly evolve into all out conflict, but it is for this and many other reasons why the X-men exist…And we must never forget that."

A heavy silence fell upon the room as the Professor's words resonated in the minds of the three institute teachers. While their primary concern was still the safety of the students, the ideals that they had imparted to them throughout their time here remained despite the many tribulations they faced both as mutants and as regular human beings. And if this unexpected turn of events was any clue, those ideals remained strong for everybody.

"So what do we do now?" asked Ororo, feeling as though there was still a great deal of uncertainty to manage in wake of this new reality.

"For now…We must simply take it one day at a time," said the Professor, sounding somewhat more optimistic as he looked back at his weary friends, "We must continue to do as we've always done and help those who need it. This issue will continue to evolve, but we must give it time…And above all, we must never forget why we do what we do. Otherwise the very principles for which this institute was founded upon would be lost…"

With many lingering issues still remaining, the three institute teachers chose to make their leave and find their own way of dealing with this new world. Hank decided to head down to the lower levels where he would busy himself with his never-ending work on the advanced machinery of the institute ranging from the advanced X-jet to the holographic training room aptly named the Danger Room. For Logan, however, he was still noticeably grumpy about the whole thing. Yet no amount of anger could change what happened. He always had a tendency to be somewhat of a loner and it clearly showed to the select few that knew him well as he made his way out of Xavier's office and down the halls with Ororo still walking besides him.

"This is all my fault, ya know…" he muttered angrily to himself.

"Oh come now Logan, what makes you say that?" said Ororo as she looked over at her long time friend.

"I was the one who got trapped by Trask…I was the one who allowed myself to get captured and draw you all out into the open," he continued to muse, kicking himself hard for allowing his actions to bring about such great turmoil, "If I hadn't let Sabretooth get the better of me along with those Friends of Humanity pricks everything could have…"

"Logan, stop…" said Ororo, not letting him go any further blaming himself for something like this, "It wasn't your fault…You were tricked, we were tricked, everybody was tricked. Everything came together so fast and it's not worth blaming yourself over. What happened would've happened one way or another…Magneto wanted it that way and so did Trask."

Logan let out a low grunt of frustration, hating that he had been so powerless to do anything when he let his arch nemesis, Sabretooth, lure him into a trap that led him into hands of the mutant hating Friends of Humanity where they tried to test a killing machine on him…However, in the end the test left a far greater impact…Magneto saw to that. Logan, being the man he was, hated feeling powerless because it often caused him to revert back to the animal-like instincts that he so easily lost control over. Yet as a teacher and guardian of the institute, he would never allow himself to sink to that level after everything he had found here at the institute with the students and friends like Ororo…It was just difficult to ascertain that the world was now so different as a result of him and the others being pawns for both the Friends of Humanity and Magneto.

"I should've done something…" he said once more, not letting himself off the hook that easily.

"Hey, it's over now, Logan…" said Ororo in a comforting tone as she placed a hand upon his weary shoulder, "We did what we could…And if we hadn't fought off that sentinel, it could have been much worse. I know you Logan…I know you better than anybody else here. And I understand why you feel this way…I understand that you felt as though you were a pawn once again in some mad-man's game."

"It ain't that simple…" he said, not wanting to admit to himself just how right she was.

"You're right…It isn't," said Ororo, managing somewhat of a smile despite the situation, "But for that very reason, the students need you now more than ever. And you most certainly won't be helping them by blaming yourself for what happened."

Knowing he could never win an argument with Ororo in a million years, Logan let out an exasperated sigh. Looking back at his long time friend who had been there with him when the institute was first formed, he felt a little better as he once again considered the kids that he had become so protective over. Sulking wasn't going to make them any safer, that much he couldn't deny. But as he and Ororo stood in the hall of the vast institute, he could safely be a assured of one thing…The X-men definitely had their work cut out for them now that mutants were known to the public now.

* * *

Back in Xavier's office, the crippled man decided not to depress himself with further TV viewing and retrieved a few books. As a man who had long dealt with the subject of humanities and society, he knew that mankind was a complex force. Adding something like mutants into the mix was surely cause for all kinds of upheaval, but as a man who had seen many sides of humanity, Professor Charles Xavier was still confident in his dream that mutants and humans could live in peace…It would just take time.

As he sat back and looked over some of the many books he had in his collection, suddenly he felt the windows nearby blast open in a strange gust of wind. At first, it didn't startle him too much, but when his wheelchair began to suddenly move on its own, he quickly ascertained what was going on as a new presence entered the room…A presence he knew all too well..

"Magnus…" he said even though he couldn't see him directly, but he knew it had to be him.

"Hello Charles…" came a deep voice as the curtains fluttered and an old man with white hair wearing a strange helmet and cape descended into the room, lifted by the unseen force of magnetism, "I see you and your institute have been managing well since the…Incident."

"Yes, we've been coping…" said Xavier, not at all daunted by the ominous presence of this man who was once his closest friend, "But it's been an eventful week with everything that's happened…As you should very well know."

"Indeed I do, Charles…Remember, I was there," he said in his deep, imposing tone that had always struck fear in the hearts of his enemies, yet despite this, this crippled man seemed to be the only one in the world never daunted by his presence, "But I have not come to give you a refresher course on everything that's been so eloquently broadcasted on the news…I came here to talk."

"You tricked us and many others, Magnus…" said the Professor, not letting his ominous tone strike him in the slightest, "You know as well as I do that what you did was quite extreme even by your standards."

"I did what I did to prove a point…And I succeeded," said the master of magnetism as he looked back at his old friend, "For years, I have been plotting the day when mutants would come out of the shadows where they have been forced to reside for so long…And for years I have been telling you time and time again that once we were revealed to the world, humans would never accept us."

"Humans have a hard time accepting anything that is presented to them in the manner of violence…And in the case of what you did, I can hardly blame them for their fears now," quipped the Professor, knowing that this man had diverged long ago from the man he once befriended.

"It still proves what I've been saying for many years, Charles!" said Magneto firmly, "You may not have lived it like I have…But I know from personal experience that mankind is SICK! They hate, fear, and oppress like the animals they are!"

"They hate, fear, and oppress that which they don't understand…" retorted Professor Xavier, "The first glimpse they saw of mutants was of them fighting a giant robot in the middle of Manhattan…How can you say that their fearful reaction proves anything?"

"If it hadn't happened then, it would have probably happened in some other way that most likely would have been even more catastrophic," quipped Magneto a cold tone, showing that he had no remorse for what he had done, "Have you seen the state in which mutants are forced to live? Some are forced to live in sewers, ghettos, and other inhospitable areas below the human race when they should be the ones living above…Ruling over their simple-minded oppressors."

"I'm fully aware of what you speak of, Magnus…But that is why this institute exists…That is why I do what I do. You and I once shared the same dream, my friend…We once believed in using our powers to make a positive difference for both mutants and humans alike."

"And I used work for that very goal…Yet that was another life, Charles," said Magneto, his tone growing somewhat more bitter as he remembered how he had slowly diverged from that which he and Xavier once so ardently believed in, "I have become more aware since then…I have seen that the peace you seek is nothing more than a dream…A self delusional lie that you keep trying to convince yourself of. And over the years, I have been trying to get you to wake up from that dream and see the world for what it really is…Yet you still continue to oppose me."

"And I will keep doing so as long as you keep threatening the world which you have come to hate so much because of your own bitterness…" said the Professor adamantly, making sure that his old friend knew he was serious.

"I'm warning you, Xavier…" said Magneto in a threatening tone as he used his powers to send his wheelchair flying back against the wall in a show of force, "My offer to you and your students to join me still stands…But if you choose to continue living in your dream world, then I'll have no choice but deem you and your students my enemies until the day you see the light…"

"If that's the way you see it…" said Xavier as he recovered from his old friend's sudden show of force, "Then all I can say to you is I'm sorry, Magnus…"

With a bitter look on his face, Magneto slowly ascended into the air and looked back down upon his wheelchair bound friend with a mixture of pity and frustration.

"I can't tell you how disappointed I am in you old friend…" he said in a cold tone, "You've seen for yourself time and time again just how sick humanity is…Yet you still insist on deluding yourself and your students. But if you take anything from what I've shown you thus far…Remember one thing, Charles…Stay out of my way."

And in a gust of wind, he was gone…Leaving behind the anxious professor as he felt a deep sense of remorse for his friend, knowing that if he threatened mankind, he would be forced to fight him…But deep down, he wished he didn't have to.

* * *

Outside and throughout the institute, many of the students had found their own ways of coping with the radical new world they were now living in since mutants were revealed to the public. While it had been a hard, unexpected development, a week of learning and coping had helped the others to more or less accept the reality of the world now. At times, they had to help each other get through it, for no matter how hard it was, there was no going back.

Out near the pool where some of the students had chosen to unwind after another hard day in the life of being a mutant, a young handsome man with blonde hair and large angelic wings sat upon one of the nearby chairs watching the others had a good time while he sat lost in his thoughts. He was Warren Worthington III, codename Angel, and he was the first student to enroll at the institute. Born into a rich family, Warren had been blessed with a life of wealth, yet his mutation caused a great deal of strain in the family. Luckily, the Worthington's had known Xavier for many years on a personal level and when they heard that he had just founded an institute with no students enrolled, they sent Warren there. And while they told him they wanted him to learn to accept what he was, in reality they wanted to distance themselves from him, which was hard enough on Warren, but over time things had improved as he came to embrace Xavier almost like a second father. While he tended to be reserved and conceited at times, he was still well cultured and good natured, and since he had been at the institute the longest, he was given the responsibility of leader to the rest of the X-men.

As Warren watched the younger students in the pool, he wished he could have their carefree attitude. Most of the students that were in there was a part of a new group of mutants that Professor Xavier had just taken in before the Sentinel incident. They were young, inexperienced, and oftentimes took things too lightly, yet they were still learning and the Professor had seen potential in a few of them.

In the pool, the New Mutants as they were called, laughed and splashed each other, working to deal with their new reality in their own way. Among them was young Bobby Drake, a young mutant with the ability to make ice, hence the codename Iceman. Near him was the young Chinese American girl from Beverly Hills, California named Jubilation Lee, who had the power to make bursts of volatile fireworks, and was more commonly referred to as Jubilee. On the diving board was a slightly older blonde haired boy from Cumberland, Kentucky named Sam Guthrie who spoke with an accent and had the ability to blast through the air like a rocket, and thus he also went by the codename Cannonball. Watching Sam with a flirtatious look off to side of the pool was an attractive young woman with short blonde hair and a somewhat excessive amount of makeup on her face. She was Tabitha Smith, a girl with the power to make little energy bombs in her hands, earning her the codename Boom Boom. Lying next to her sunbathing was a tan-skinned girl named Amara Aquilla, a princess from the kingdom of Nova Roma who had the ability to create and manipulate lava, which earned her the codename Magma. Sitting beside the pool not far from Tabitha and Amara was a young Brazilian boy named Roberto DeCosta, born with the ability to draw power from the sun, hence the name Sunspot. Sitting across from him was a young man with a red streak in his hair. He was Ray Crisp, who had the ability to create powerful electrical bursts. And besideRay were two other young mutants, Rahne Sinclair and Jamie Madrox. Rahne was the daughter of an old friend of the Professor's, Moria MacTaggart and could shape shift into a wolf as her codename, Wolfsbane, implied and young Jamie Madrox could make duplicates of himself, earning him the name Multiple.

As Warren watched the current scene unfold before him, the younger mutants were all cheering on Sam as he stood upon the diving board, hesitating briefly before he jumped. However, all those present kept yelling encouraging words to him, urging him to make a splash only someone with his powers could make.

"Come on Sam! Jump already!" said Roberto from the side as young Sam hesitated somewhat before jumping.

"Yeah Sam, do what your name says and give us the cannonball to end all cannonballs!" urged Bobby as he and the others kept cheering him on.

"Ah don't know…" said Sam wearily, "Ah've still been trying to refine it with Hank and the Professor since Ah got here and Ah don't wanna go off and end up hurting someone if I go haywire…"

"Oh come on, Sam!" said Jubilee, eager to see him make a splash just like all the others, "You worry too much! Just do it!

"Yeah, don't leave us hanging!" urged Ray.

"Yeah, do it, man!" yelled Roberto, "Nobody here is going to shut up until you do!"

Upon hearing all the urging from his friends, Sam honestly considered it as he thought about his knack for allowing his powers to go haywire and cause him to crash into this or that. It had happened many times before…Xavier had the repair bill to prove it. But then again…He did love blasting and his friends were being very insistent.

"Jump! Jump! Jump!" they were all urging.

Then, as he looked off to the side and saw Tabitha give him another one of those flirtatious looks that she so often loved to flaunt, Sam got the confidence he needed and prepared to make his leap of faith. His body glowed as he prepared to take off like a rocket, which also made him invulnerable as he so often needed to be at such high speeds. Then, with in one single burst, Sam Guthrie shot up into the air at great speeds, ascending to great heights until he reached the point where the pool below was just no bigger than the size of a quarter and with one quick turn of his body, he began to plummeted down towards the pool at high speeds. The loud noise of his blast began to grow as he got closer, heightening the anticipation of the others as they waited eagerly. Then finally, Sam impacted the water like a falling meteor, causing a splash of water that shot up into the air like a giant fountain, covering everybody in and around the pool.

At first everybody had to shield themselves from intense splash and those that were in the pool were nearly knocked off their feet by the ensuing wave, but once Sam surfaced and everybody recovered, they all cheered.

"And that mah friends…Is why they call me Cannonball!" proclaimed Sam proudly.

While Warren had been far enough away not to be affected by the splash, he had seen the whole thing and it did little to affect his demeanor. He was still somewhat baffled how they could all be having so much fun with the recent memory of the sentinel battle still so fresh in everybody's mind. While he had a reputation for taking things too seriously and being somewhat of a stiff, it didn't make it any easier on him.

"How can they be fooling around so much at a time like this?" he asked himself aloud, "Why don't they take things seriously?"

"Maybe it's just because you take things serious enough for all of us, luv," came a familiar British voice from behind.

Knowing all too well who that voiced belonged to, Warren turned to see Elizabeth Braddock, or Betsy as she liked to be called. His mood then lightened somewhat upon seeing her as she sat down next to him with a look of concern on her face, for she had always been one of the few forces on the planet that could get Warren out of a rut.

"Hey Betsy…" said Warren, managing a small, yet forced smile as he diverted his attention from the meandering new recruits, "What brings you out here?"

"Got tired of watching the news," muttered Betsy as she relaxed in the warm sunny weather.

"Is it still on every channel?" he asked with a groan.

"Yep, the media still won't let up about this whole bloody mess," she said with a stressed tone, "Its bad enough we deal with it at school, but now they have to take away TV as well."

"I know…It's a bad situation for all of us," said Warren as he began to relax more in Betsy's presence.

"That's putting it lightly…" she said in agreement as they both turned their attention back to the New Mutants as they continued to mess around in the pool.

Warren and Betsy had always found comfort in one another even during times of crisis such as this. As the two oldest and most experienced students, they had developed a special bond since their initial recruitment. Betsy, having also been born into a rich family, was blessed with money, privilege, and beauty. And unlike Warren, she could hide her mutant powers because she was originally only a telepath. Yet in a bizarre accident involving a shady group known as The Hand, young Betsy had her mind transferred into that of a young mutant ninja. It had been a messy situation for her, but she managed to get out of it…Although it did come at a price. In the end, the original body that she had been born in was destroyed in her escape and she was henceforth stuck in the body of a mutant ninja permanently.

It had been a traumatic ordeal for Betsy since she had been only 14 when it happened, but since her family had known the Worthingtons, they learned of Xavier and his institute and sent her there in order for her to learn build a new life in a new body. It had been a rough transition, but the body she had did lend her a few perks. While she retained her telepathy, she also gained the skill and knowledge of being a ninja along with the ability to form special psionic blades of energy that she had come to wield with great skill. Such great change took time for her to get used to, but despite the difficulties she remained the same woman she always was.

Both in and out of uniform, Betsy had a knack for being sassy and witty, earning her quite a bit of popularity in school and with many others around the institute. In addition, her fit, ninja body garnered plenty of attention from the opposite sex…Much to Warren's dismay. And up until the sentinel incident, she had even dated a guy from school named Duncan Matthews, the star quarterback of the football team and a known womanizer that couldn't seem to resist a girl like Betsy. For many others, however, they knew Duncan was by nature a jerk who was very self-centered, spoiled, and pig-headed. Not to mention, he and Warren clashed many times even before mutants were ever revealed to the public…Mainly over Betsy. Yet in wake of the sentinel incident, Betsy had broken up with him upon seeing just how big a jerk he was as everybody else had already known.

Now, Betsy and Warren were romantically involved and they both couldn't be happier about it. Warren had always harbored a deep crush on her since they both lived and grew here at the institute and over time it had become quite serious. Betsy also had also developed feelings for him as well, but she only truly realized just how deep they were in wake of the whole Duncan thing that she now regretted so much. She hated that he came between her and Warren and she wanted to make things right with him now…Pursuing what they both should have pursued long ago. It was by no means an average relationship…But it was most certainly one they had come to treasure especially during this time of distress.

"You think it'll ever get better?" asked Warren, breaking the silence as they both continued to watch the New Mutant's fool around in the pool.

"Honestly…I don't know," said Betsy as she gently took her winged boyfriend's hand and gave it a reassuring squeeze, "I may be psychic, but that doesn't mean I can see the future. I hope it does…And I think it really will as long as we believe. The Professor had taught us his message for years…I guess now its being put to the ultimate test."

Her words offered some comfort, but there still remained a great deal of uncertainty overall. Nevertheless, as they watched their younger friends deal with this troubled world in their own little way, both Betsy and Warren found some reason for hope as they sat closely in one another presence, holding hands and simply finding their source of comfort as well with each other.

* * *

While Betsy and Warren were sharing a moment together, in the distance under a tree, a young pale skinned woman with a white streak in her hair and a somewhat gothic style appearance. She was reading one of her many books that she so often spent time losing herself in, tuning the rest of the world out…But as she watched Betsy and Warren eye each other with that deep, amorous look that she often found so hard to watch, she found herself letting out a deep sigh…For it only reminded her of the curse that she was forever doomed to live with.

Her name was Rogue, a southern born woman from the backwaters of Mississippi, and like most everybody else at the institute, she was a mutant. She had the ability to absorb he life energy of anybody she touched, giving them their strength, memories, and abilities. Yet while this made her a strong mutant, it meant she could never touch anybody without hurting them…Dooming her to a life of isolation.

And because of this isolation, it often saddened her to see others touching and showing affection to one another in a manner that only reminded her of what she would never get a chance to experience. And it didn't help that she had once harbored somewhat of a crush on Warren when she first joined the institute. In fact, she hadn't even been with the X-men from the beginning and had for a time been unofficially allied with their arch rivals, the Brotherhood of Mutants. Yet eventually she saw them for who they were and came to embrace her life with Xavier. While she was often assured by others that she would one day find control, she wasn't very optimistic to say the least.

Rolling her eyes at the sight of Warren practically drooling over the purple haired woman beside him, Rogue turned her attention back to her book and tried to divert her mind from the ever annoying sight that so often soured her mood. While she often found it hard to keep her eyes off a guy she once really liked, she had come to accept that there was just no way for anybody like her to ever grow close to anybody.

Just then, as she finally managed to divert her attention away from Warren and back towards her book, a voice once again interrupted her thoughts.

"You ever gonna stop eyein' bird boy, cherè?" said a somewhat amused looking young man with mysterious red on black eyes and a deep Cajun accent.

"Damn it Gambit!" said Rogue, startled by his sudden presence, "How many times do Ah have to tell ya not to sneak up on meh like that!"

"Hey…It's a thief thing," said Gambit with a cocky tone that had come to personify him so much to those that knew him, "And besides…It's fun."

"Yeah…Well have yer 'fun' somewhere else, will ya?" she said in an irritated tone as she marked her book and closed it, knowing she could never focus in this man's presence.

"Sorry, but Remy can't help it if ya have the most entertaining reaction…Each time is just as sweet as the last," said the Cajun mutant as he sat down next to her.

Rogue just rolled her eyes at the ever flirtatious game that she so often found herself playing with Remy Lebeau. He had joined the institute not long after she had when they found out that Magneto was trying to recruit him from his life as a thief back in New Orleans. However, the only reason he didn't end up with him at first was because Betsy did some playful flirting with him that made him change his mind. Nevertheless, he eventually came around and grew to embrace Xavier's ideals.

With uncanny agility, skill, and cunning, he was a strong fighter…Yet in addition with his power to charge any object and make it explode via kinetic energy, it made him quite a force to be reckoned with. His weapons of choice were a bow staff that he had been trained to use well thanks to his adopted father Jean-Luc and deck upon deck of playing cards which were like 52 little bombs that he could easily carry with him wherever he went. He was a smooth talking man of confidence and style, and his love of cards earned him the codename Gambit.

While it had been a major transition from the chaotic streets of New Orleans to the humble life of a student and an X-men, the Cajun born man had come to appreciate his role in the X-men…Thanks in no small part to his ever persistent fascination with Rogue and how he always seemed to swoon over her no matter how many times she pushed him away. Yet while she always reacted to him with scoffs and cynicism…Remy could tell that she kind of enjoyed them, otherwise she wouldn't have played along like she had since they developed somewhat of a close friendship…Despite certain annoyances that only seemed to make their unique interaction all the more intriguing to the both of them.

"Ya really ought to stop kiddin' yourself with wit Warren, cherè…" said Remy as he began casually shuffling a deck of cards, "Ya know de guy only has eyes for Betsy now."

Rogue didn't want to admit that Gambit was right, but it was pretty much unavoidable at this point as she once again looked over at the couple still sitting near the pool. She may have gotten over her initial crush on him at this point, but seeing him with Betsy was still a harsh reminder of what she could never have no matter how much she yearned for it.

With a deep sigh, Rogue closed her book and got up, choosing to forego the constant annoyance of seeing Warren and Betsy all lovey dovey and return to the institute for a little privacy. However, Remy still followed as he so often did.

"Hey come on, cherè…Don't feel bad about it," said Remy as he saw the somewhat distraught look on her face, "Just because nothing seemed to happen wit you an' Warren doesn't mean ya should give up on findin' dat special someone."

"Yeah…Like it would mean anything," she muttered, looking down at her covered hands, a grim reminder of her curse.

"That's still no excuse to give up on it," said Remy as he walked with her into the institute, "Things could change…Ya may one day learn to control your powers. And then what will ya do?"

"If by chance Ah ever could control them…" she said, stopping and turning back towards the Cajun mutant, "It probably wouldn't change much anyway. With the way things are now, it would…"

"Now you're just makin' excuses Rogue," said Remy with an amused laugh.

"Hey! Ah'm just statin' the obvious here! Haven't ya been watchin' the news?" she said, getting annoyed both by his ever insistence on pushing her buttons and by the unpleasant thought that he was probably right on many levels.

"Since when have ya known Remy to care about what de news says?" quipped the Cajun with a grin.

Rogue just threw her hands up in defeat as she turned up the staircase and headed towards her room, feeling as though it was a lost cause trying to prove a point to Remy Lebeau.

"You're crazy…Ya know that?" she said back to him, as she ascended the stairs.

"In some ways…Maybe," he grinned, "But den again…Ain't dat what ya like about me?"

As much as Rogue wanted to argue that point, she knew it was a lost cause in her mind since it was an argument that she couldn't win. She may not have enjoyed many aspects of her existence because of her powers, but for some reason Remy just never saw that part of her when he looked at her. While she'd never openly admit it, a part of her did like his playfulness around her and he help keep her spirits up whenever she was down because of her powers or for any other reason. She may have pushed him away in some ways, but in others she sought him out and that's what kept Remy coming back and that's what kept life for the both of them interesting even with the current state of the world.

* * *

In the kitchen of the Xavier Institute, the walls were spattered with the residue of several rather nasty cooking experiments. There was a mountain of pots and pans piled up in the sink, the cabinets were a mess, and a lingering smell of burnt pastry hung strong in the air. Normally, this wasn't the state of the kitchen, but thanks to the novice and inexperienced culinary skills of Kitty Pryde, another student at the institute that had been an early recruit for the X-men, everything was a mess.

Kitty Pryde, or Shadowcat as she was called when she was in uniform, was a typical, upbeat teenage girl from the affluent suburbs of Chicago. Born into a comfortable family in a comfortable living environment, few people would have suspected her of being a mutant. She bore a petite, innocent appearance, had long brunette hair that she often kept in a ponytail, and beautiful blue eyes. Yet her powers had nothing to do with appearance and everything to do with action. Her mutant power was that of phasing, which granted her the ability to pass through solid objects. She could pretty much sneak in and out of anywhere she wanted and since joining the institute, she had learned to control it quite well. She was lucky, for her powers didn't affect how she looked or acted…Which could not be said for her friend that was with her, watching in amusement as she struggled with the oven.

Kurt Wagner, a boy one year older than Kitty, had one of the most unique mutations in the institute. Unlike most of the others, his mutation affected his appearance severely so that he looked very unusual. His whole body had a somewhat bent disposition, he had yellow eyes, short blue fur covered every part of his body, and he even bore a tail with a spaded tip at the end. Such an appearance also extended to other physical traits such as a powerful knack for agility that most normal humans could never hope to accomplish. And in addition to his looks, he also had the ability to teleport anywhere within a two mile radius. He looked so inhuman that he had to wear a special image inducer that projected a more human-like appearance because anybody who saw him would have probably mistaken him for a demon of sorts. However, nothing could be farther from the truth. Kurt was a kind, good natured young man with an energetic and funny personality.

Born in Germany, Kurt Wagner spoke with a German accent and was the biological son of Mystique, the shape shifting woman that ran the Brotherhood of Mutants, the X-men's arch rivals. As an infant, he was dropped into a river by Mystique when she had tried to save him from a heinous experiment that partly contributed to his current disposition. Luckily, he was found and recovered by a rural German family that adopted and raised him as their own until he came to America to join the institute, where his family hoped he could make something of himself. It had been a great change for him, but he had learned to really enjoy being a part of the institute and was a part of the main team. In uniform, he went by the codename, Nightcrawler and as an X-man he had found a place where he could truly be himself. He had made many friends at the institute since he joined, like Kitty, and had even found out that Rogue was his foster sister, so he also had family there as well. It was a bit rough at times knowing that one of the big enemies of the X-men was his own mother, but he had come to accept that and with support from both his friends and Rogue, it had gotten easier.

The two mutant teens had been fairly close friends since they had joined the institute around the same time. They both shared many common personality traits, but when it came to skills, such as cooking, there was room for discrepancy.

"Oh no, not again!" groaned Kitty as she took her 'muffins' out of the oven, "Like, what did I do wrong this time?"

"Vell I vas trying to tell you Kitty…You have to pre-heat an oven before using it and you need to actually mix the flour instead of just pouring it on," said Kurt, trying hard not to laugh at the unrecognizable pile of pastry that Kitty had been trying to make for the last four hours now.

"Oh I give up…" said Kitty as she tossed the tainted pastries away and looked at the mess she had made, "Four hours and six tries later and I still can't get it right. Why does cooking have to be, like, so hard?"

"Some people just don't have a knack for it, I guess," shrugged Kurt, "And I think ve can safely say that you're one of them."

"Hey, it's not like I didn't try!" shot Kitty in response, trying to justify her culinary skills even though it was clear she couldn't do so to save her life.

"I never said you didn't," said Kurt quickly in response, holding up his hands in defense.

"Then would you at least wipe that stupid grin off your face?" she said, growing all the more irritated by her friend's reaction to her failures in the kitchen.

"I'm trying…" said Kurt, biting his lip despite Kitty's angry expression, "But I can't help it…"

With a defeated sigh, Kitty gave up trying to defend her lack of kitchen skills and sat down at the table where Kurt had been watching her. As a straight-A student, Kitty didn't like to fail, but cooking was just not her strongest skill. Advanced math she could handle…Making muffins that were edible, she couldn't.

"Well at least one of us had fun," said Kitty as Kurt's humored grin finally began to fade, "I can handle the danger room, but I can't handle the kitchen…"

"Hey, it's not entirely bad," said Kurt, trying to help her feel more upbeat despite her incessant inability to cook something without deforming it.

"Oh please…Even you wouldn't eat it, and you practically eat anything," retorted Kitty.

"Hey, I can't help it if I have a hyperactive metabolism," said Kurt, "Just like you can't help your cooking skills. Isn't a part of being at the institute learning to accept yourself for who you are?"

That comment actually got Kitty to laugh somewhat which in turn did help her feel a little better. Kurt may have been a jokester, but that was one of the things Kitty liked about him since it made him a nice guy to be around. Even though she was a bit weary of him when they first met, she had come to see beyond his appearance and enjoy the personality that made him who he was. She been around enough overly serious people like her parents, Warren, Logan, and one time love interest and Brotherhood member Lance so it was nice to at least know someone who knew how to relax and stay upbeat even in the face of a dangerous and uncertain world.

"Well, at least I know not to take Home Ed next year," said Kitty as she rested her head on her arms, tired from four hours of incessant mishaps, "That's one class I'll, like, never bother with no matter how vital they say culinary skills are."

"Hey, vhen in doubt, do vhat I do…Fast food!" said Kurt.

"Gross," said Kitty with a disgusted face, "You, like, know I'm a vegetarian Kurt."

"Oh come on, its good stuff!" said Kurt with enthusiasm in his tone, "Vhat's not to like about a grease filled burger?"

Rolling her eyes, Kitty just shook her head in amusement, not understanding how somebody could eat food that's so bad for the body. Then again, this was Kurt she was talking to.

Just then, Ororo walked into the kitchen, intent on starting dinner. But upon seeing the state of the kitchen, she now had a feeling that they would be ordering pizza tonight.

"What on Earth happened here?" she said as she looked over at the messy counters and the mounds of pots and pans in the sink.

"Kitty tried to make muffins…" answered Kurt, earning him a rather exasperated look from his friend.

"I see…" said Ororo, not needing to know any more.

"Like, sorry Ororo…I'll clean it up, I promise," said Kitty as she got up and looked over at the mess she created, not feeling too enthused about the task ahead of her.

"It's okay child," said Ororo, unable to suppress her laughter as she saw some of the stains on the counter that only someone with truly poor cooking skills could make, "I'll help you. Just let us know next time when you want to cook something."

"Believe me, Ororo…If I never have to cook again, it'll be too soon," said Kitty as she looked at a pan with burnt pastry stuck to it.

"Amen to that!" said Kurt in agreement.

It was an unusual institute full of students with unusual traits. It had grown so much since the fateful day when Professor Charles Xavier chose to carry out his dream and dedicate his life to helping mutants everywhere and for many of the students that had come call this place home, it would always hold a special place in their hearts. As a team, they worked to protect a world that hated and feared them…Yet it was all just another aspect of their complicated lives both as mutants and as X-men.

* * *

AN: Well, that's it for now. This, my friends, is the X-men in the Shadow Cell universe! I know I took a few liberties with the characters and overall lineup of the team, but I really wanted to set this universe apart from all others. Betsy and Warren are kind of replacements for the void that Scott and Jean never filled in this world, but hey…At least it means they get to play a part in this fic! And just so you know, there's no Evan in this universe. Instead, I chose to have Gambit take his place. Sorry all you Evan fans. It's just easier this way given what I have planned. Stay tuned though, because next I'm introducing the Brotherhood! It's a little different for them too, but you'll just have to wait and see for yourselves! So what do you think so far? Do you want to see just how different these new dynamics will affect this world? Please tell me what you think! Send me your reviews via email or post them on the fanfiction website! Thank you all very much for reading and I wish everybody the best!

EMAIL OR POST, I DON'T CARE WHICH YOU DO AS LONG AS YOU REVIEW!


	18. Enter The Brotherhood

**Sinister Soldiers  
Chapter 18: Enter The Brotherhood**

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No! Don't let the reviews fade people! Nevertheless, here's a quick word to those kind folk who were kind enough to review!

**GothikStrawberry: **Yeah, I had a feeling you'd like that! As a fellow Rogue/Remy supporter, I wanted to give them both a big role in this fic and rest assured, there will be plenty going on with those two in the chapters to come! Hope you like it! Thanks a ton for the review! Peace out!  
**Agent-G: **I know it seems hard to see how ANYBODY could date Duncan, but I didn't want to just have Betsy and Warren come together out of the blue. I think it would take time for them to get to that point and Duncan was just the catalyst. And I'm glad you liked how I brought Remy in! I figured it would take something like that to get him to join so it wasn't really hard making him a part of the team. Plus, I can definitely see Betsy doing something like that while Jean probably wouldn't dare. And I'll continue to write Rogue and Remy as best I can for this since I know their characters so often get skewed in other fics. And with the events I have planned, it should really flesh them out! Hope you enjoy the introduction of the Brotherhood my friend! Thanks as always for the review! Stay cool like you always do! Peace out!  
**Jenskott: **Yeah, I had a feeling you'd like seeing Warren and Betsy in this! And the Rogue/Remy parts were just the icing on the cake! And if you reread the last chapter, you'll see how Remy came to be with Xavier instead of Magneto. In short…He followed Xavier because Betsy flirted with him and that's all it really took. As for the Brotherhood, read on to see how they are in this world my friend! Rest assured, they will play a significant part in future events! I hope you enjoy it and thanks a ton for all your kind support! Peace out!  
**KaliAnn: **I'm glad you like how I brought in the X-men. I thought it would be a good time to set up the sides with this since they tended to negate the details in the show, making it just some good vs. evil bit when in reality I think it's much more complicated than that. And I'm glad to hear that you like Warren and Betsy's role in this fic. I thought they'd make good replacements for Scott and Jean. And in addition, I too am a big fan of the pairing! And you say you liked the Romy? Well then I think you'll really like what'll happen with them down the road! The same goes for Kurt and Kitty! Thank you very much for your kind review Kali! I really appreciate it! I hope you continue to enjoy the story and peace out!  
**Simba317: **Wow…I really made you do the happy dance with the last chapter? I'm honored! Because I do the happy dance every time I get one of your reviews! So I guess that makes us even! I had a feeling you'd like the Romy action in this chapter. I sets the tone for future developments between those two, so stay tuned to see how it turns out because rest assured, it'll be a major component of the story! And in addition to those two, Betsy/Warren and Kurt/Kitty will also develop! I agree with you on your thoughts about Warren's leadership abilities, but that's kind of the foil here in this universe since Scott was never recruited. That's the kind of thing that makes AUs interesting and I hope you continue to enjoy where I take this! Thanks as always for the oh so kind review! I can't tell you how much I enjoy reading them! I hope you continue to enjoy this story and all the action both Romy and otherwise to come! Thanks again for the review! Peace out!  
**KSimonT-X: **Yep! The X-men are officially a part of the Shadow Cell universe! I'm glad you like the intro because it's going to set the tone for what's to come later on when the paths of Shadow Cell, the X-men, and the Brotherhood finally cross! It's bound to happen soon enough and you can be sure that it's going to be a hell of a moment! I'm glad you liked the Kurt/Kitty part since I thought that would be a nice way to add a touch of humor and I'm glad you liked how I had Warren and Betsy replace Scott and Jean. This sets up some powerful new dynamics my friend and I hope you like where it leads! As always, I deeply appreciate your support and I urge you to keep up the awesome work on your stories as well! Be sure to update soon and I'll be sure to keep this going strong! Thanks again my friend you totally rock! Peace out!

Also, a special thanks to: **Quillian, X00001, Amazing Redd Phoenix, Wen1, Maddisonavenue, and Mark C.**

Oh, and for those of you who were fans of "Extermination," my good friend Quillian has been kind enough to write a spin-off to it! It's called **"Aftermath" **and it's under his account, so please check it out if you get a chance!

Come on people! Don't let the reviews die down again! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

* * *

Around a somewhat isolated area outside the city of Bayville, a large, old, slightly run down boarding house sat upon the inconspicuous setting of the upstate New York background. To the casual observer, it probably wouldn't have garnered a second glance. But…Like so many things, the outside of the house was one thing…The inside was a very different story.

Inside the house, a group of young mutants lived together under one roof in a style quite different from that of the Xavier Institute. It was no elegant, high tech mansion…But to them, it was home. They were the Brotherhood of Mutants…And they embodied the ideals that stood in opposition to those of Professor Xavier. To them, peace was just a pipe dream…An impossible notion that could never come to pass no matter how much it was sugarcoated. They saw themselves as the realists, for they believed that mankind would never accept humanity and the only way to survive was by being stronger than their enemies…And more often than not, their enemies included the X-men.

The Brotherhood was founded by Magneto, Professor Xavier's one time friend and ally in his dreams for peace and enlightenment. As a survivor of the holocaust, Magneto had seen some of the darkest sides of humanity one could see and it forever impacted how he would view mankind. With the awesome power to manipulate magnetism, Magneto was one of the strongest and most powerful mutants on the face of the planet and because of this strength, he saw himself as a leader for all mutants who wished to break the chains of human oppression and take their rightful place as overlords among the weak masses. To him, evolution was the key to the future and only mutants…The stronger and fitter breed…Would survive to inherit the world. He believed that a war was coming…A war that would rage between humans and mutants. And when that day came, only one of them would survive…And he had every intention of making sure mutants were the breed that inherited the future. The Brotherhood was just the first step in establishing a following for those held back by their human oppressors…In time, many more would come and help work towards what he saw as the destiny of the mutant race…And he would let nothing stand in his way on the course to fulfilling that destiny and paving the way for evolution.

Eric Magnus Lensherr, better known as Magneto, was the visionary that created the Brotherhood…However, it was run on a day to day basis by another mutant who had become a follower of his ideals. Her name was Raven Darkholme, but she was better known by the codename Mystique. She was a shape shifter that could take the form of anybody she wanted, and with this power, she had lived quite an interesting life. Her real appearance was one that most definitely would have stood out in a crowd. She had blue skin, red hair, and yellow eyes…But those who met her seldom saw that, for she had come to rely on her shape shifting to make her appearance acceptable in the outside world, yet the reason she followed Magneto over Xavier was because she believed that she shouldn't have to.

Her past was one of great mystery as her name implied. Much of her life was lived through the lives of others, so in many ways she lived multiple existences and had even worked as one of the foremost mercenaries in the world for a while. In doing this, she had amassed quite a fortune for herself under numerous identities, but it was somewhat hard for her to enjoy it given that in retrospect, it wasn't her that had made it…Just someone who was more acceptable to the rest of the world. Because of this, Mystique was a fairly bitter woman, quick to become angry and even quicker to resort to violence. Having been alone and forced to fend for herself most of her illustrious life, she was fiercely independent and seldom ever let herself grow close with anybody…For every time she let that happen, it would only result in heartache, which only made her more dark and embittered at the world for having shunned her for simply being born different.

While she was seen as an enemy of the X-men, she was in fact the mother of two of their members. Kurt Wagner, the blue fur covered teleporter, was in fact her biological son and Rogue was actually her adopted daughter. In the years before she began running the Brotherhood, she had tried to set up a semi-normal life with a family and a home, but being a mutant always seemed to catch up with her. Her relationship with Magneto was strained at best, for she may have agreed with his ideals, but she had a rather thorough distaste of the man. Years ago, Magneto had performed experiments on her son, giving him part of his disposition he currently suffers to this day and at one point, she had to hide Rogue from suffering a similar fate by entrusting her to an old friend of hers named Irene Adler, also known as the mutant, Destiny. Yet when confronted with the choice of going with Xavier or Magneto…Mystique had chosen Magneto. And to this day, it was a choice she wasn't always comfortable with.

Founded by Magneto, run by Mystique…The Brotherhood of Mutants were to be the front line fighters in the future war between humans and mutants, but like the X-men, they were young and merely students of the ideals they had embraced. And as a part of the Brotherhood, they hoped to learn as much as they could for the conflict that was sure to come.

As for the Brotherhood itself, the youngest member of the team was Todd Tolensky, aka Toad. Born with slightly greenish skin, he was a mutant of small stature. His powers included all the nimble attributes of a toad such as the ability to jump great heights, adhere to walls, and the speed and agility that came along with it. He also wielded a super long sticky tongue that he could use in combat, or to catch flies as he had come to dine on so often now. However, along with the abilities of the toad, he also seemed to pick up on their hygienic habits as well, for he bore a rather poor sense of cleanliness. But he made no qualms about who he was and it showed in his down and dirty personality. Despite his stature, he tried to play the cool tough-guy and had a rather joking nature that easily wore on the nerves of those who couldn't handle it. But he truly didn't care what people thought of him, making him a perfect fit for the Brotherhood.

In contrast to Toad, the Brotherhood also had in its ranks a powerhouse by the name of Freddy Dukes, aka Blob. Appearance-wise, his mutation shaped his looks. He was tall and quite obese, but every extra pound on his body was wrought with raw, unbridled strength. Pound for pound, he was one of the heaviest mutants in the world, but it only added to his guise of being super strong. His mutant body was invulnerable to almost anything and he could easily bend steel beams with his bare hands. However, all this strength did have a few affects on his personality. Such strength made him short tempered and easy to provoke into a rage. Throughout his life from his childhood to his time as a rodeo attraction, he hated it when people shunned him and that often drove him to violence and confrontation…An attitude that was well suited for the Brotherhood.

In addition to Toad and Blob, the Brotherhood also had another unique character with a style that reflected his powers…Pietro Maximoff, aka Quicksilver. Pietro by nature liked to live life fast, mainly because his mutant power revolved around speed. He could run, move, and even talk at superhuman speeds, often a mere blur to those who couldn't keep up with him. Cocky, arrogant, and often very smug, he was a young man full of confidence that he could do anything and didn't need anybody there to help him. Yet he was still part of the Brotherhood and for good reason…Magneto, the founder and visionary of the whole team, was his father. With the same white hair and an overall similar appearance, Pietro seemed an unlikely prodigy to the subtle, powerful man that held so much power in the palm of his hand. Yet he still followed his father's ideas, believing that humanity was just too slow and they were destined to be left behind in the wake of evolution. His relationship with his dad was strained at best and it was in many ways reflected by how he shunned most anybody who thought he couldn't do something on his own. Yet he was still his father…No matter how often he wasn't there for him, he could not change what he was and knew that if he ever opposed him, he would face the same fate as everybody who opposed Magneto.

Last but not least of the Brotherhood boys was Lance Alvers, aka Avalanche. Leading the Brotherhood whenever they had to go out into the field, Lance was probably the most well balanced out of all the others and was more level headed both in and out of conflict. His powers gave him the ability to generate seismic waves that could create small, yet very powerful localized earthquakes. Overall, he was a force of great destruction and a key member of the Brotherhood. Like the others, he rejected Xavier's ideas, scoffing at the notion that people would ever accept them. Lance by nature was very cynical and self assured. He never admitted to being wrong and more often then not, it would land him in heated arguments. It was this personality of his that had made it difficult for him to ever fit in with Xavier's crowd, although he did try at one point…But that was mainly done out of romantic feelings he had for one of their members, Kitty Pryde. For a time, they had even dated, bringing upon him a great deal of teasing from the others…More often than not resulting in a repair bill for the boarding house. However, his attitude and allegiance with the Brotherhood and Magneto had made it a strained relationship at best. And after the sentinel incident…Kitty officially broke up with him, leaving him in a rather grumpy mood ever since. However, despite some of his meandering on ideals, Lance had come to see that Magneto's dream was a hell of a lot more realistic than Xavier's. And as a result of that, he led and embraced the Brotherhood in all that they stood for.

Compared to the X-men, the Brotherhood of Mutants were like outlaws…A band of mutant bandits out to cause conflict and provoke what they felt was inevitable. They were far less organized and trained, but that didn't stop them from constantly putting up fights and making things more difficult for Xavier's students. Over time, a great deal of animosity had developed between the two teams and they had clashed many times in the past. However, with the recent sentinel incident, it had been taken to a whole new level because now humanity was involved.

It had been a perfectly orchestrated plan in the eyes of Magneto…Take the X-men, set a trap for them, and get them to expose mutants in the worst possible way. It had all gone so flawlessly…He tricked Wolverine into chasing his old nemesis, Sabretooth, whom he had handsomely paid for his services, and leading him right into the hands of the Friends of Humanity…Courtesy of a 'anonymous' tip. And once Wolverine was captive, it was only a matter of luring the X-men into Manhattan with yet another little tip by letting Cerebro sense them and getting them to fight the Brotherhood. From there, it was only a matter of exposing hidden sentinel, which just 'happened' to be right underneath the area where they were fighting.

Everyone had been his puppets and he had been the puppeteer. The Friends of Humanity may have been a very discrete organization, but when it came to information, they were willing to deal with anybody…As long as they didn't know who they were dealing with. It's how he found out about the sentinel project and since they needed a test subject for their little toy, he was more than willing to assist. Trask may have been crafty, but the man's innate hatred had made him too naïve. And once he got the X-men in place by telling them they knew where their friend was, he used his magnetic powers to lift the metal robot humanoid to the surface where it simply ran on it's primary program and took on the X-men.

Once the sentinel was up, the Brotherhood just made a clean getaway via a few metal spheres that he used for transport and let things run their natural course. While part of him hoped that the sentinel would do a way with some of those annoying X-men, he had a feeling that they would overcome it since it was only a prototype and wasn't exactly combat proven. And as always, the X-men managed to pull together and subdue the giant robot…But that still didn't keep it from causing plenty of damage in downtown Manhattan.

By the time it was over, the military tried to arrest the X-men and the Brotherhood, but thankfully Magneto had a safe house arranged for the Brotherhood while Xavier was forced to call in a favor from his old friend, Moria McTaggart, to let them stay on her secluded mutant research facility at Muir Island for a couple of days while the world reacted and fear and shock took over. In the end, the President was going to attempt to instigate emergency protocols that would round up mutants and register them, which was somewhat redundant since the government already knew about them, but because of public outcry, they were left with little choice.

But remarkably…Xavier had pulled one last move at the end, organizing his team and paying the President a 'surprise' visit before he could issue his commands. It took quite a bit of placating on his part…But in the end, Xavier's calls for peace and reason won out and the President called off his actions, instead using the messages of peace and understanding to placate the public. The message of peace seemed to win out over the drive to war. Neither the public nor the President wanted a war…And through Xavier, they had a means to avoid it. And unfortunately for Magneto's plans, such desires won out. It was not exactly the resolution that master of magnetism had wanted…For he was hoping that the actions of the government would simply leave mutants with no other choice than to join him. But Professor Xavier was a resourceful man…And through his cunning, he managed to delay the war between humans and mutants…For now.

Once the President addressed the nation about the sentinel incident and mutants, the X-men and the Brotherhood were allowed to return to their homes. There was still a lot of fear and anxiety amongst the public, but the desire for peace instead of war seemed to win out just barely over such shock and fear. While this didn't stop men like their Principal, Edward Kelly, from trying to get mutants out of the schools…And failing at it as a result of desperate and impassioned pleas from Xavier's students…It still sent a message that the world was still ripe for human/mutant conflict. Humans still hated and feared mutants and through the sentinel incident, a ripple effect had resulted, sending shockwaves all over the world. Like it or not, mutants were mainstream now…And there was nothing Xavier or the X-men could do about it. That alone was success enough in Magneto's mind.

Once it was all over…Humans found out about mutants…And now they feared and hated them. And from this, Magneto planned to let human nature take it's course…Driving mutants into a world of oppression, discrimination, and poverty…Leaving them with no other choice than to join them in his grand plan to organize mutants into a united race destined to overtake the world. Yet still…Despite public outcry, men like Xavier remained stubborn, grasping onto the feeble hope that man and mutant could ever live in peace. But in Magneto's eyes…It was only a matter of time. And with one part of his plan a success, the Brotherhood of mutants were poised to follow Magneto on the path to glory in hopes of one day standing above those who once looked down upon them.

In any case, for what they were, the Brotherhood stood in star contrast to Professor Xavier, feeling that mutants and humans could never live in peace. They knew that Magneto was grooming them as he planned and prepared for the coming conflict between humans and mutants. The sentinels were just the beginning and now as the reality of mutant existence set in, it would be a true test of ideals between that of Xavier and Magneto. And in the eyes of the Brotherhood, Xavier was a fool and if he and the X-men weren't part of the solution, then they were part of the problem.

* * *

"Aw man…This damn news thing about the sentinels is still on every channel yo," groaned Todd as he lounged upon the couch of the Brotherhood living room with Blob, who was in the process of eating a rather sizable sandwich for lunch.

"Yeah, yeah, we know, Todd," said Lance with a disgruntled tone as he entered the room with a bowl of cereal, "Its big news. A giant Robot fighting a bunch of mutants in the middle of Manhattan is a pretty big deal last time I checked."

"Eh, so what…" scoffed Freddy as he swallowed another chunk of his sandwich, "Let em all watch the stupid news and freak out about us. It's not like it'll change anything. It'll only make em fear us even more!"

"Yeah, you're right about that Fred," said Toad in agreement, "And as my mamma always said…It's better to be feared than loved."

"Amen to that," said Lance in agreement, feeling all too fed up with love after his breakup with Kitty, "I still can't believe those stupid X-men are going to keep trying to butter up the humans after all this shit. They're just wasting their time with everybody now that mutants are mainstream."

"No kidding! And the best part is, it's their own damn fault for falling right into Magneto's trap!" said Fred proudly as he took another bite into his sandwich.

They all let out a round of laughter as Toad once again tried flipping through the channels in search of something to watch other than the news. Yet with each channel they turned to, there was something or another about the sentinel incident and there was barely anything to see that they hadn't already seen before with the ever so sporadic newscasts that kept reporting the 'mutant menace' as they had come to call it.

Then, while Toad was flipping through the last few channels, a sudden gust of wind blew through the air and a familiar blur passed by them, heading into the kitchen before heading right back into the living room. When the blur cleared, Pietro stood casually in his usual demeanor munching on an apple as he watched Toad flip through the channels.

"Hey Quicksilver, did you just get off the phone with you know who?" asked Lance as he turned to face the ever cocky speed demon who liked to live life in the fast lane.

"Who, dear old dad?" scoffed Pietro jokingly, "Actually…I did."

"Wow, really?" said Todd as he put down the remote and turned his attention to his white haired friend, "What did he say yo?"

"Not much really…Only that he actually went back to Xavier's to offer him another chance to join us," said the speedster in a humored tone, dripping with sarcasm.

"Oh I wonder how he responded to that…" said Lance, shaking his head at the mere notion of Xavier ever waking up from his incessant dream world.

"Meh…Couldn't hurt to try," shrugged Pietro in a rushed tone, "Hell, I would have gone there just to see the looks on everybody's faces now that they can't hide behind their precious secret anymore. In fact, I could still probably head over there right now just quick enough to catch a glimpse while they're blinking!"

Ever the cocky one, Lance just rolled his eyes at Pietro's words, thinking he was just too confident for his own good at times.

"Nice yo," said Toad, thinking he would probably do the same if he could, "So did he say anything else? When do we make our next move?"

"Oh please…You know Magneto," scoffed Pietro, "He never reveals his plans until they're just about to be executed. I mean come on! I'm his son and sole surviving child for crying out loud and he doesn't even trust me enough to tell me!"

"Yeah, there's a shock…" muttered Lance under his breath.

"What was that Lance?" said Pietro in a confrontational tone, "You got something to say to me rock head!"

Lance was about to tell Pietro to fuck off when suddenly the door opened and Mystique entered, looking as disgruntled as always. While she was the main force that ran the Brotherhood, she didn't often stay there with them all the time, for she had her share of missions and task as assigned to her by Magneto and sometimes for personal reasons. And because she was gone, it left the house in the hands of four unsupervised mutant teenage boys…Which was pretty much a recipe for trouble by any stretch of the imagination as the current state of disrepair in the house showed.

"Back already Mystique?" asked Todd, knowing the shape shifter most always returned late at night.

"Don't start with me, Todd…" she said in a deep, disgruntled voice.

"Rough day?" commented Pietro as he dashed over towards the doorway and stood in front of the stairwell, blocking the shape shifter's intended path.

"That goes double for you, Quicksilver…" said Mystique in a threatening tone, "It's bad enough the lot of you had to get expelled from school so I have to keep coming back just to make sure that you haven't obliterated my house, but I'd rather not deal with your snide comments."

"So I take that as a yes…" quipped Pietro, only further provoking her much to her dismay.

"I just got back from talking with your former principal…So of course it was rough!" she shot back, causing some of the others to cringe.

"Oh…Yeah," said Toad, scratching the back of his head at the mention of their principal, "That little thing…"

"Little!" she said angrily in response, "You four let that bastard, Kelly, use you!"

"Hey, it wasn't our fault!" shot Freddy in response, for he hated being yelled at, "That guy tricked us! He told us we could come back as long as we stuck it to the Xavier kids and got them to use their powers!"

"And you believed him!" she yelled in response, "Honestly, from what you know about that bigoted man, did you really think he had any intention of letting you back? You're teenagers for crying out loud, you should be smarter than that! On second thought, maybe I shouldn't say that given who I'm talking to…"

"Hey!" said Blob in response, but Lance quickly restrained him, knowing it was probably not the best idea for him to lose his temper with Mystique.

"Enough! Now listen up and listen good…" said Mystique menacingly, garnering the four mutant teenagers' full attention, "I need you boys in school, so I'm going to do what I can to get the board to reverse your expulsions…At least in part."

"Aw come on, Mystique," protested Todd, "Why the hell do we have to go to school anyways?"

"Well for one, I don't think my house could take being occupied 24/7 by you clowns," she said, her tone leaving little room for argument, "I've already had to do three foundation repairs and that unfortunate kitchen mishap!"

"Hey, it's not my fault the gas vain to the stove ruptured!" said Pietro, looking back into Mystique's cold, hard glare with far less fear in comparison to that of the others.

"Oh please, then I guess it was those shitty tools you were trying to 'fix' it with," quipped Lance with a half grin, earning him a cold look from Pietro.

"I rest my case…" said Mystique, "And in addition to the much needed fresh air, you'll still need to keep tabs on Xavier's students. I've spoken to Magneto about this and he agrees. We need to know their state in case they try something that's going to interfere with future plans. Now mind you, it won't be easy getting around the school board, but I'll do what I can. And if you are accepted back, I will NOT tolerate any more discipline problems! So once you're back in, be sure that you stay in! And that means NO POWERS! Is that clear?"

"Crystal…" they all said grudgingly as the overly stressed shape shifter looked back at them with a look that kept them from making any snide comments.

"In the meantime," she added as she began to ascend the stairs, "Don't mess up my house any more than you already have! As long as you're living under this roof, you'll keep it habitable or else I'll throw you in the nearest raging anti-mutant mob!"

And with that final threat, Mystique made her way upstairs to her room, which was the only real place in the house that the boys hadn't messed up in some way since they never dared to enter, for they valued their health. While the shape shifter had a knack being a bit moody, she was still the boss when Magneto wasn't calling the shots. She wasn't exactly very likeable to say the least, but they didn't have much of a choice in the matter as they heard her bedroom door slam shut in a loud echo that was felt throughout the house.

"Man, and you guys say I've got a bad temper," commented Freddy with a grin.

"Nah, she's just been extra moody ever since the whole Rogue incident," said Lance.

"You mean the one at the concert where Goth girl touched her and found out she was her mom?" asked Freddy.

"Oh yeah, now that was a hell of a mess, yo!" said Toad, laughing somewhat at the memory of the rather unpleasant aftermath that followed.

"No kidding…" said Lance, "I still can't believe she posed as a student all this time without us knowing."

"Yeah…Me neither," said Pietro in a somewhat suspicious tone as he looked back up at the stairwell where Mystique had just ascended in a fury.

Even though Mystique was in charge of them, that didn't mean she was infallible. She was still subordinate to Magneto and oftentimes, she wouldn't exactly go along with the plan…The incident with Rogue where she disguised herself as a student named Risty Wilde and befriended her being one of them. While Magneto let her run the Brotherhood on a day to day basis, that didn't mean he completely trusted her. After all…He was the one who experimented on her son and was mostly responsible for her losing him.

It was for that reason along with a multitude of others why Magneto entrusted Pietro to keep an eye on Mystique in case she ever showed signs of dissent. He reported to his father on a weekly basis, letting him know how things were going both in terms of overall function and management around the Brotherhood. Mystique was completely unaware of this and Magneto wanted to keep it that way, for if she ever presented herself as a dissident, he would have no qualms about taking her out.

Only lately, Magneto had been extra suspicious and Pietro could see why. The knowledge of Rogue being her adopted daughter along with Nightcrawler being her biological son didn't sit well with him since it meant she would be fighting against her own children. And while Mystique often gave off a rather cold, emotionless demeanor, it was clear that it had an impact on her and if push came to shove…Would she really be willing to fight against her own kids? There was no solid answer to either side just yet, but only time would tell if such a dilemma would come into play in the ever uncertain future that lay ahead.

* * *

Upon entering her luxurious room, Mystique practically collapsed on her elegant bed in a fit of exhaustion and frustration. Letting out a low, tired groan, she felt like just falling asleep right then and there and not waking up for a week. Running errands for Magneto, managing the Brotherhood, and carrying out her own personal missions was taking a toll on her mentally and physically. She couldn't even remember the last time she had a full night sleep and it was getting to the point where she was lucky to get more than a couple hours a night if even that much.

She had been stuck with doing survey work for Magneto ever since the sentinel incident, most of which included disguising herself as aids and infiltrating the offices of politicians and policymakers. And when she wasn't doing that, she was trying to hold the Brotherhood together even though they seemed intent on driving her insane. Her house was now a mess and they had just gotten themselves expelled from school even after all the restraint she tried to teach them. She had tried to be patient with them and on some occasions they cooperated, but lately it had just been devolving ever since Magneto took a more proactive role. Now she was finding herself increasingly pushed a lot more, feeling like her role was becoming almost like filler detail in the overall scope of things. She didn't know if it was because Magneto didn't trust her or if it was because he thought she couldn't handle it…Either way, it was making things quite difficult for her with each passing day.

"God…I'll bet Xavier never has to deal with this shit," she groaned to herself as she lay back in her bed, just stretching out her tired muscles.

It had been three days since her last rest…Three days since she had even been able to stretch out. But even in a state like this, sleep was not coming any easier. Lately, she had found herself doing side missions in addition to the ones Magneto gave her. Whenever she had a chance, she would fly over disguised as a raven and just check up on her kids, Kurt and Rogue. She had not spoken to them since the unfortunate incident where Rogue accidentally touched her at a concert and found out that she was her adopted daughter. And since she tricked her yet again as she had done when she tried to recruit her for the Brotherhood, her reaction was not very positive to say the least. Now she hated her with a passion…And she could hardly blame her.

She had let Magneto experiment on her biological son…And she had lied to and deceived her adopted daughter. She knew that didn't make her much of a mother to say the least, but she still took as much time as she could to just check up on them to see how they were doing. And in the back of her mind, she was glad they had gone with Xavier because they had a life with him and the X-men that she never could have provided them. Even if she didn't agree with the ideals that they were fighting for and the ones she already found herself questioning on a daily basis, she was still their mother…And like it or not, they had a place in her heart.

The aftermath of what happened with Rogue had been bad enough…If not worse than when she had revealed the truth to Kurt. But now the whole sentinel incident had made things all the more complicated as her duties both in and out of the Brotherhood increased tenfold and the world descended into a pit of fear and hate…And understandably so. But this was Magneto's doing and like it or not, she would have to go along with it. She was stuck in her state of isolation and bitterness, compounded by both what she had to do as a subordinate to Magneto and a leader to the Brotherhood.

One of the only things that kept her sane at times were the times when she checked up on her kids, but the more she did it…The more she hated herself and the world that seemed bent on making her suffer.

She was on the verge of finally falling asleep, when suddenly one of her windows flew open and several metal objects throughout the room began to move on their own. Forcing herself to reawaken, she scanned the room…Knowing already what was responsible for this.

"Is this really necessary, Eric?" she said aloud, not seeing the presence she knew was there just yet.

"Mystique…" said a deep, cold voice from a shadowy corner, "How many times to I have to tell you…Address me as Magneto."

"Sorry…Magneto," she said as she stood as she was always required to do so in his presence, if for nothing to at least show her obedience to someone who could easily rip her to shreds.

"You're late…" he said as he stepped into the light, giving her a full view of his imposing demeanor.

"It took longer than I thought," she said in her defense, "Reconnaissance work is not necessarily an exact science…Even for someone of my skills."

"I expect results…Not excuses," he said sternly in response.

"And you got your results," said Mystique in response, "Or didn't you see my report?"

Magneto shot the shape shifter a cold glare, but she didn't falter as she simply stood firm in her position, even if it was somewhat of an annoyance. Even thought Magneto had come to expect this from her, given her personality, he did not like to deal with insubordination of any kind no matter how minute it may be.

"Be careful of your tone Mystique…" he said in a threatening voice, "You know I don't tolerate disrespect."

"And when have I given you a reason not to trust me?" she said, still holding firm even in the face of one of the most powerful mutants on the face of the planet.

"Plenty…Like when you lied to me about Rogue," the master of magnetism retorted in response.

This caused the shape shifter to falter somewhat as the expression on her face shifted, knowing she couldn't avoid some of the mistakes she had made in the past…Especially when dealing with this man. It had always been one of her most damaging moments in the eyes of Magneto and no matter how well she did her job, she could never seem to escape it.

"Do I really have to be reminded of that so many times?" she said bitterly, knowing Magneto always had the dirt on her he wanted whether she liked it or not, "Haven't you made me regret it enough?"

"I only do what I must in order to ensure that my associates don't forget who they're dealing with," said Magneto in a deep, stoic tone, "Now I know you have delivered thus far…But with each little task that runs longer than it should…It makes me worry. And Mystique…You know how much I hate to worry."

Letting out a deep sigh, Mystique chose not to try and justify herself any more, knowing it would only push this man further. She hated being treated like this, even from a man who she had pretty much sold her life too since she stopped doing mercenary work all those years ago and chose him over Xavier. She knew he could never know the real reason why she was late with some of her mission, for if he found out that she was out watching her kids, she knew it would only make her situation many times worse. And given that he didn't trust her enough as it is, she didn't want to give him any more reasons to be suspicious.

"Yes…I know," she said, trying not to stagger under this very dangerous man's presence, "It won't happen again."

"See that it doesn't…" he warned her, making it clear that he wasn't going to warn her twice.

Mystique only nodded in response, not showing any weakness or hesitation in her actions. Magneto finally seemed placated as some of the metal objects in the room stopped shaking and the tension finally settled.

"So what about Xavier?" she asked, hoping to dissuade any further interrogation of her loyalty.

"Do you even have to ask?" he said, still noticeably bitter about his trip to the institute and how it turned out, "Even in the face of tremendous public outcry, he insists on living in a dream world where he believes it's possible for humans and mutants to live peacefully. I presented him with my offer…And again, he turned it down."

"I still don't understand why you even bothered to try," said Mystique, knowing Xavier well enough to understand that he was never going to take the path that Magneto had gone down.

"Because Mystique…Like it or not, Xavier is still a friend," he said, "He may be a fool…But I still respect him, and he and his X-men are still our mutant brethren. I had hoped that this whole sentinel incident would show him the error of his ways and we could unite as one team fighting for mutant liberation…But once again, he disappointed me with his choice to continue down the route of futility."

"So what do we do now?" asked Mystique, who had hoped that this whole ordeal would get Xavier to see at least some of the truth, yet she knew from what she saw while undercover as Rogue's friend, Risty, that he was a man just as dedicated to his cause as Magneto and would not allow even this to stand in his way.

A look of great distaste fell upon the master of magnetism's face as he once again remembered his one time friend's outright refusal of his offer. Of all the people who feared and trembled at his feet, Professor Charles Xavier was the one who never did anything of the sort. Even in his crippled state, he never looked back at him with fear. It was a disappointing choice for him…Yet in choosing to continue down his respective path, it sealed his fate in the eyes of Magneto.

"Simple…As of now, Xavier and his institute are sworn enemies of the Brotherhood and our cause," he said in a stern tone of voice, "And if he and the X-men stand in our way, then we'll have no choice but to take them out. One way or another, evolution will not be stopped…Not by Xavier…Not by the X-men…Not by anyone."

Mystique merely nodded in agreement, not showing any emotion over what the master of magnetism had just said. Even though it meant she would be fighting against, and possibly killing, her own children, she still managed to lock it all away as she had become so good at over many years. She may have hated Magneto with a passion, but she still believed in his principles concerning the fate of all mutants…Even if it seemed harder and harder for her carry out those principles for him with each daunting task he gave her.

"Now if you'll excuse me, I have work to do…And so do you," said Magneto as he headed over towards the window and prepared to fly out, "Remember…The Brotherhood must be prepared to take on the next challenge when the time comes. But before that…Make sure they're ready. It's a different world out there now and anything can happen. Just keep in mind that I've chosen to put a lot of faith in you, Mystique…So don't squander it."

"I won't…" she said, keeping her answer simple.

And with that, he was gone, leaving Mystique to once again collapse upon her bed in a tired daze. Normally, meetings with Magneto weren't this nerve racking, but this time it had been another story. It was the first time she had seen him since the sentinel incident a week ago, and already she could tell that it had impacted him just as it had everybody else. Once again, Xavier turned down his offer to join their cause and once again she found herself caught in her own trap, feeling as though this most recent meeting was less productive than she had hoped.

'Well THAT could have gone better…' she thought to herself as she groaned into her pillow, already on the verge of passing out.

She knew she didn't have a lot of time to rest, for her reconnaissance work was to pick right back up later this evening. However, despite Magneto's stern warnings, she still planned to swing by the institute and see her kids. Even a threat from the most powerful mutant in the world couldn't keep her from them. She would just have to be more careful now and in future visits, which meant there was even less room for error. But like so many other things in her life, Raven Darkholme would work around it, taking each challenge as it came whether it was a task Magneto assigned her or one she chose herself.

Either way, life in the Brotherhood was just as chaotic as the rest of the world as mutants went from an abstract dream to reality. In their minds, it was only the first step towards a future dominated by mutants. For too long, they had been forced to live in the shadows, hiding who and what they were from the world around them. But now, there would be no more hiding. The cat was out of the bag…The future of the world was at a crossroads. On one side was the peaceful path of Professor Xavier and the X-men…On the other was the aggressive side of Magneto and the Brotherhood. It was an uncertain which path would manifest, but for now…Only time would tell.

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AN: So there you have it! The X-men and the Brotherhood as they are in the Shadow Cell universe! I know I took a few liberties, but remember, this is a very different world with many different sets of circumstances. There will be plenty more revealed about how things will manifest in this world, but for now, consider this the base structure that will be shown throughout the story. So what do you all think? Now that this world has become clearer, do you wish to see more? Please tell me! Send me your reviews via email or post them on the fanfiction website! Either way is fine just as long as you REVIEW! Thanks a lot for reading and I wish you all the best!

SEE THE LITTLE BUTTON BELOW? CLICK IT AND REVIEW!


	19. A New Reality

**Sinister Soldiers  
Chapter 19: A New Reality**

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Come on people! Keep the reviews coming! And for those who did review, here's a quick word to those kind folk!

**Agent-G: **Yeah, I made some adjustments too the last like we discussed and clarified a few things that I left out. And to answer your question, since Mystique never left, Tabby never got a chance to join the Brotherhood…So no, she never joined. As for Shadow Cell, they will start to get involved over the course of the next few chapters and this one lays the groundwork! Thanks as always for the review and the suggestions my friend! I always appreciate it! Stay cool like you always do my friend! Peace out!  
**KaliAnn: **Always happy to respond to a friend! I'm glad you liked the introductions with these past couple of chapters and in the coming events, you'll start to see things start to come together. That means Shadow Cell will eventually cross paths with both teams, but you'll just have to wait and see how it all goes down! And don't worry about Mystique…Believe me, she'll play a big role with what I have planned! Thanks as always for the review girl! Oh, and great work on "Rebirth!" Thanks again! Peace out!  
**Firebane5: **Wow, I can't thank you enough for commenting on my attention to detail with the last chapter! Few people really have taken note of just how much attention I've been paying for detail in this story so you review really means a lot to me! As for the Morlocks, sorry, I don't think they'll be coming in with this one…But as for a confrontation between Xavier and Jean, well…You'll just have to wait and see for yourself! If you have any more questions, feel free to email me and I'll be happy to answer them! Thanks a ton for the review my friend! I really appreciate it! Peace!  
**Simba317: **Well my friend, I'm glad to see that you were as excited about the last chapter as I am whenever I get one of your oh so kind reviews! That's really saying a lot! And you comments about Magneto being a Darwinist are right on the money because evolution is his game. But it's that kind of mentality that will fuel future conflicts with this story, so keep that in mind when you think about how ol' bucket head ticks! And the X2 bit was sort of a last minute add on since I haven't really brought the movie in to this AU much. Glad you approve! As for the Brotherhood themselves, I really tried to capture the essence of who they were with the last chapter and I'm glad you thought I succeeded! Many people make the mistake of making them two dimensional when in reality, they are the way they are for a reason and I tried to incorporate that with their introduction. As for Mystique…Well, you'll just have to wait and see what happens with her! Thanks as always for the awesome review my friend! I can't tell you how much I enjoy it! You totally rock! Peace out!  
**Jenskott: **Yep! That bit came straight out of X2! I thought it would be appropriate given the situation and it would add a bit more encompassment to this AU I'm working so hard to create. Now that the X-men and Brotherhood are in, it's all on Shadow Cell! You'll see how they react soon enough and just how this affects the dynamics of this major new world! Hope you like it! Thanks for the review! Peace out!  
**Wen1: **Don't worry my friend, there will be some major Scott/Jean moments throughout this fic! Hope you like them! Thanks as always for the review! And also, thanks for the reviews you've given me on my other fic, "Hanging by a Moment!" Peace out my friend!

Also, a special thanks to: **Quillian, Amazing Redd Phoenix, XIII Orders, X00001, Mark C, GothikStrawberry, Jaguar, and Diaz F.**

Oh, and for those of you who were fans of "Extermination," my good friend Quillian has been kind enough to write a spin-off to it! It's called **"Aftermath" **and it's under his account, so please check it out if you get a chance!

Don't let the reviews die down! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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Shadow Cell headquarters had been brimming with a fury of activity since the sentinel incident. Now, everyone with a media outlet knew of the existence of mutants…An existence that had been a highly kept secret throughout the upper levels of the government for many years. Yet there was no covering this incident up and there was no going back. It was a new reality for everybody now and the super secret organization that had saved the world from catastrophe many times before was already preparing to adapt for the coming conflict.

Almost immediately after the incident took place, the five mutant soldiers of Shadow Cell were given a revamped routine to go by now that the stakes were different. Their training was stepped up in areas such as spying, stealth, infiltration, and psychological warfare for potential threats to peace and security from both inside and outside of the country from both human and mutant groups alike. Among their most intensive training, however, were the endless simulations they underwent to prepare them to face the very real possibility that they would be forced to discretely contain dangerous mutants. In some ways, it was ironic that they, some of the most advanced mutants on the planet, would be fighting against their own kind. Yet to Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23, it was just another mission in the ever evolving world of Shadow Cell.

The existence of a mutant task force that worked directly for the government when mutants were not supposed to exist had to remain a secret and given the state of the world now, that was going to be a lot more difficult. However, as with previous tasks assigned to them, Scott, Jean, Vincent, Wanda, and X23 took to their new rigors with great fortitude and worked with the same uncanny efficiency that they had developed through all their years of intense training.

The increased rigor left even less time for rest than usual for them, but as obedient soldiers…They never once complained. Yet at the same time, the notion that they were going to go up against an entirely new breed of enemy was not lost upon them. If the unit was to continue doing their duty as soldiers of Shadow Cell, they knew they would have to adapt just as the rest of the world had…Only it seemed more miniscule to them given that it was still a mission and Magnum had always taught them that only the mission matters no matter what dynamics come into play.

* * *

Scott Summers and Vincent Freeman were in a confined area in the outdoor sectors of the base. The field they were training on was about the size of two football fields and was surrounded by perches laced with GURSO soldiers. It was here where they did a wide variety of outdoor training in all types of weather and this instance was no exception.

Out here, mutant abilities that dealt with firepower were the main focus and since Scott and Vincent both had energy powers, they were the ones that most commonly used this type of setting. And while they had been out here before, the overall mood in the air was quite different as it had been for the past week. But the two young men tried to ignore it for the most part, focusing more on their training as multiple solid projectiles were shot out of a mini-cannon at high speeds for them to blast.

"Damn, you think they're going to get tired of making us do all this target practice any time soon?" grunted Vincent as he fired off two double shots that took out a couple of projectiles simultaneously.

"Not likely…" answered Scott simply as he fired several bursts of ruby red energy through his eyes and hands at multiple projectiles, shattering them like glass, "Ever since that giant robot mess in Manhattan, they've been working us like we're about to fight World War III."

"In our line of work…That's always a very real possibility," said Vincent as he caught two more projectiles that he almost missed as they streaked over the horizon of the course.

"Yeah…So I don't think we'll be getting good night sleep anytime soon," he said with a grunt as the next level of target practice began for all of them.

"So what…Sleep is overrated anyways," said Vincent, speaking from experience because of the nightmares that still plagued his mind.

"Definitely," said Scott in agreement, although in the back of his mind he was a bit discerned that this rigorous schedule would leave him and Jean little time to have their discrete visits.

The two young men continued taking down projectile after projectile, trying with each blast to better themselves from the last one. It seemed like an unending game which could never be won since making each shot better, quicker, and more efficient was more art than science for them at this point in their training. Sessions like this had become somewhat mundane and mechanical for them over the years since they had pretty much learned and mastered every facet of their training from each branch of the military. Now, every session they took part in seemed to be merely to keep their skills sharp and hone them as best as possible while not really teaching them anything new.

Lately, the only new things they had been learning had come from Magnum. The nature of CQC was not static like the rest of their skills and was changing almost constantly. Part of what made it such a deadly skill was it's flexibility and willingness to change as the mind and body of the user evolved. And now that it seemed they would be facing a totally new kind of threat, they were giving to step up their CQC skills and prepare them for their inevitable use and Magnum had been quite stringent about making sure they did this right since they were still pupils in many ways.

"So what do you make of all this?" asked Vincent as they were given a brief period of rest while the mini-cannons were reloaded.

"What do you mean?" asked Scott as he turned to his friend and fellow soldier.

"I mean of this new mutant situation," he said in a musing tone, "We're mutants…This whole organization is centered around mutants…And now we're probably going to end up fighting them at the rate the world is going."

"Another mission…Another enemy…It's all the same really," said Scott in response, "What we do has nothing to do with whether we're fighting humans or mutants…Just as it has nothing to do with whether we're fighting middle eastern terrorists or Latin American guerrillas. It's the same game, only with different rules."

"But what if all the tension between humans and mutants sparks an all out war?" said Vincent as they waited for the next part of their training session to begin, "What side do you think we'll be on? And what side to you think we'll end up fighting for?"

"Simple…Our side," said Scott in response, "No more…No less."

"Our side…As in, the side of Shadow Cell?" asked Vincent.

"No…Our side, as in us," he said more definitively.

With a subtle nod, Vincent understood what he was saying. Maybe it was wrong to label sides in a conflict that hadn't even begun yet, but it was reassuring to know which side they were on. Part of what Magnum and Dr. Essex had taught them revolved around the belief that they could only be driven so much by one cause bestowed upon them by orders…Only from within would they ever truly find themselves both as soldiers and as a team.

It was sometimes hard to decide whether what they did was done simply because they were ordered to do so or if there was more to each success they had both on and off the battlefield. Their lives were so strictly regulated and controlled that it was hard at times to remember that the true strength of every soldier came from within. In the past, it had pushed them beyond their limits and brought them and Shadow Cell great victories. It showed both to their superiors and themselves that they were very strong on many levels both physically and mentally. But as the General had once told them…Their hearts were the strongest muscles in their bodies.

"You know it's kind of funny when I think about it…" said Scott, breaking the silence that had fallen over them as they made their way to the far side of the field, their every move being carefully watched by armed GURSO soldiers.

"What is?" asked Vincent curiously.

"You know…All that stuff Magnum told us about faith and how there's only so much she can teach us and it's up to us to teach ourselves…" mused Scott as he considered the deeper meaning of her words, "It was almost like a prelude to what we we're facing now. Both she and Dr. Essex always told us that things could change in the span of a single moment, forever altering the way we view our world. And then…Out of the blue, this happens."

Vincent hadn't thought of that as he considered the somewhat strange way in which things had worked out so unexpectedly. Throughout their training, they had always been warned about how fickle the world is and how it can change so quickly. And given how each one of them came to be what they are now, they were living proof of just how much things could change in a single moment.

"Yeah…You're right," said Vincent as they stood in wait for the order to begin, "It is kind of a strange farce that Magnum taught us something like that only to have it manifest right before our eyes soon after."

"It did more than just manifest," said Scott, pushing further as he thought into it even more, "It was more like it triggered the first step for all of us in finding our own paths with what we've learned. We may do this routine day in and day out, but we only get out whatever we put into it. And like it or not…We aren't kids anymore. We've got to learn how to teach ourselves and how to put in more than just effort with each challenge we face…"

"But like always…I doubt it will happen overnight," said Vincent, "And just because we aren't kids anymore doesn't mean we still don't have a little growing up to do."

"Yeah…Can't argue that my friend," said Scott, managing a slight smile, which helped to lighten the mood a bit.

Then, as the two young soldiers considered their current state of being, a loud blaring voice echoed through the loudspeakers that riddled the vast area.

"Alright maggots! Time to kick it up a notch! This time you'll be running the obstacle course while firing at the disks, so don't get sloppy! We'll be timing you and for ever millisecond you freaks fall behind, I will personally see to it that you both are running laps until sundown! Now fall in!"

The loud, booming voice of one of their many drill sergeants had become almost like background noise to them over the years, but that didn't make them any less serious as both Scott and Vincent lined up at the starting point, waiting for the signal to being the rigorous session.

"Finally…Now the fun begins," said Scott as he focused his mind on the task at hand with the many mental conditioning techniques that Magnum had taught them.

"And not a moment too soon…Target practice after all these years just isn't as exciting as it used to be without a little challenge on the side," said Vincent as he did the same as Scott even though they didn't have much time to prepare.

"Amen to that my friend…" said Scott, who couldn't help but chuckle a bit as he and his friend slapped hands in an almost ritualistic show of kinship and comradery as they prepared to take on their next challenge.

Finally, the signal sounded…They were both off and running through yet another rigorous session.

* * *

While Scott and Vincent were outside running their respective sessions, Jean, Wanda, and X23 were in the ballistics training area where they were honing their shooting skills with their guns, making sure their marksmanship was in top notch condition for whatever new challenges awaited them.

The sound of gunfire echoed through the somewhat confined training area as holographic targets no bigger than baseballs appeared and disappeared at random for the three girls to shoot. The program that the high tech device ran on was specially crafted by Magnum to ensure that they all got the maximum benefit from this type of practice and over time they had gained quite a bit of proficiency in terms of hitting each target with lighting fast reflexes.

Even the GURSO soldiers who watched their every move couldn't help but be impressed by how well they wielded their guns. And in a new world where mutants were no longer a secret, sometimes it would be necessary to go the old fashioned route when discretion was a priority.

As the sounds of gunfire ceased and the program ended, the three young women fired their last round and took the momentary downtime to check and see how their guns were holding up.

"So how many did you get this time?" asked Wanda to Jean as she checked the firing chamber of her gun for any signs of wear.

"18…You?" she asked in response.

"I also got 18," she answered, "What about you X?"

"28…" she answered stoically.

"Yeah, big surprise there…" said Jean, rolling her eyes at the somewhat lopsided score.

"What? I use an extra gun," said the former living weapon.

"Yeah…Which you can fire while juggling all three of them at once," made Wanda as she replaced the clip in her gun with new bullets.

"So…It comes in handy on the battlefield," she said as she checked all her precious firearms, which had become almost as much a part of her as her adamantium claws.

"Never said that it didn't…It just makes the scores with this whole program a bit lopsided," said Jean as she checked her other gun, thinking she may need to do a few adjustments on the grip before she used it again in combat.

Ever since they began firearms training, they would have mini-contests to see who could hit the most targets in a given session. It used to be pretty balance…Until X23 and her superhuman reflexes, as a result of a combination of her DNA, her shadow class mutation, and her training from Magnum, pretty much made it all very one sided. Building upon what she ascertained at Hydra, Magnum had molded her into a gunslinger second only to her in terms of agility, skill, and lethality. Her body and mutation gave her an advantage over the others because she had heightened senses and better reflexes written into her blood. And whenever she was faced with any task that involved guns, she was the one that always excelled the most.

"So when do you think we'll be putting all this extra training to good use?" said Jean as she held up her gun in a steady position to test the balance and sight.

"I don't know…Probably soon given that everybody's shitting themselves over the sight of a giant robot tearing through Manhattan," said Wanda logically.

"Fear always breeds chaos," stated X23 in response as she did a few gun slinging tricks to test the balance of her firearms while the next program loaded.

"No argument here…" said Wanda as she held up her guns and pointed them ahead of her, "I just hope we get a chance to blow the heads off the pricks who caused all this shit. I don't know who was responsible for building that robot, who unleashed it, or who those costumed nuts were, but if they caused any of this, then they deserve a one way trip to the morgue."

"But I thought they already captured that guy who was behind that giant robot program…" said Jean in response.

"Yeah…And they just threw him in jail, courtesy of SHIELD," quipped Wanda, "The guy deserves way worse."

"He'll get it if he tries it again…" said X23 as she placed all but one gun back in her holsters, "But what do you think drove that man to make something like that in the first place?"

The three women thought about that for a moment, but given that they had experienced next to no social interaction outside of combat, spying, and reconnaissance, they had little understanding of what drove the people of the world outside of Shadow Cell.

"I don't know X…" said Jean, "I guess he just really hated mutants."

"But to go that far and create something that destructive…All because he hated mutants? I just don't understand how somebody can think like that? I mean…Why hate mutants in the first place?" said X23, still not understanding certain aspects of human emotion too well despite all that she had learned thanks to the teaching and help she got from her teammates.

"I don't understand it either…" said Wanda, shaking her head, "Some people just hate so things so much for such trivial reasons that they're willing to kill, maim, or in this case…Build a giant robot to do all the dirty work for them."

"And that's where we come in…" added Jean with a grunt as she prepared for yet another round of firearms training, "For whatever psycho out there who lets all this rage of fear turn them into a psychotic madman bent on causing nothing more than war and violence, we'll be there to blow their head off before he can do it."

"Hmm…Sounds like a plan to me," said X23 with a grin as she twirled one of her guns around her finger with great skill and placed it in her holster as she got ready for the program to start.

The three young women were definitely no stranger to new challenges, but this one that now involved humans and mutants alike was on a scale unlike any which they had taken on before. In a way, they would be fighting for and against their own kind simultaneously because the possibility that they would have to take on both was very real.

Yet at the same time, they couldn't forget some of the things Magnum had told them recently about fighting for a cause. Following orders and getting the job done could only take them so far and they had found through their experience that on the battlefield, orders and protocols mean precisely dick when there's a mission that needs to be carried out. And no matter how many times the Colonel scolded them, they never let anything stand in the way of completing the mission…Yet in doing so, the cause for which their lives revolved around often grew skewed in the heat of battle, therefore they would have to seek other means of inner strength…And that's where Magnum came in.

She had always told them that the inner strength from which every soldier draws their capacity to fight was the most important part of the warrior spirit. A cause is just a cause until it becomes a belief because for the most part, simple causes are mere ideas that change with the times…Only beliefs can truly drive a soldier. Yet it's the faith in which those beliefs are held to that brings out a soldier's true strength. And it was for this reason why there was so much scrutiny in the minds of the young soldiers as they pondered the current state of the world.

"Hey…Do you think Magnum and Dr. Essex had this shit in mind when they told us about faith and what we fight for both on and off the battlefield?" questioned Jean.

"I don't see how anybody could have seen something like this coming," said X23 in response as she stretched her arms a bit in preparation for the next level of the training program.

"Well…Maybe not in this respect," said Wanda.

"But still, do you think this could be what they meant when they told us how quickly things would change and how we'd eventually have to chose our own path when the time came?" she asked, thinking about where this whole ordeal might lead them in the long run.

The two other girls thought about it for a moment as the each took out one of their guns for single shot training. Time and time again, Magnum and Dr. Essex had warned about the fickle nature of the world, and up until now they hadn't really thought too much about it. Now, it all seemed to be coming to ahead and there was no doubt it would lead them down a different path. However, the exact nature of that path was still in question.

"I don't know…There never really is a definitive answer when it comes to what they teach us here," said X23, "The world itself is a maze of ambiguity…And I guess that's how they want us to think when we're in the field."

"Yeah…I guess so," said Wanda, wondering if there was ever a concrete answers to begin with in their complicated existence, "But ambiguous or not…We still don't know what kind of path this whole thing will lead us towards."

"I don't think we can know just yet…" said Jean as she readied her gun, firmly gripping it and looking ready to fire as the next program was just about loaded and ready to commence, "For now…All we can do is wait and prepare. Because when the time finally comes…We sure as hell better be ready."

* * *

In the General's office on the upper levels of the facility, both he and the Colonel had been on and off the phone for what felt like days on end. Ever since the sentinel incident, the two high ranking men had been sequestered in their offices handling call after call from high ranking government officials. Some were panicked, some were enraged, some were a little of both as people kept calling on and on, giving them little time to rest in between.

The Colonel probably went through two boxes of cigars as he kept getting call after call from agencies asking about his GURSO unit and if it was possible for them to do something. But oftentimes, the irrational fears of all those who called were just the government's way of pointing fingers at whatever they believed to be the problem. At times, phone conversations turned into outright yelling as everybody seemed to be seeking answers to problems they had little knowledge about.

The thirteenth straight hour of incessant phone conversations had now passed for the day and it seemed they were finally starting to die down. While it hadn't been as bad as it was earlier that week when they were nearly dealing with it for twice as long, that didn't make it any less annoying.

Finally, after a two hour conversation with the director of the CIA, the General finally hung up the phone and let out a deep sigh as he sank into his chair. The Colonel was finishing what was probably his tenth cigar that day as he gave his superior a moment before saying anything.

"God almighty…I'm too old for this," said the General in a tired, exasperated tone.

"So what's the word?" asked the Colonel as he took another puff of his cigar.

"Well…Not very uplifting to say the least," answered the General grimly, "The only good news is they found out who was responsible for the sentinel project. His name was Bolivar Trask and he's currently in a jail cell at SHIELD for an indefinite period of time. And one of the many reasons why they're yelling at us so much is because he once worked for a black ops program before getting kicked out for 'radical idealism.'"

"Yeah…I had a feeling he'd have to have some sort of knowledge of advanced, classified technology in order to build a monstrosity like that," said the Colonel with a distasteful tone.

"But that's not the only think that's bothering the higher ups, Colonel…" said the General as he leaned forward on his desk and began to muse over the effects all these changes were going to have on Shadow Cell, "They've been yelling at all the intelligence agencies for having let a man like Trask slip under the radar. Not only was he able to get a hold of some very illegal technology to build that thing, but he was also able to do it on our own soil…Right under our noses."

"See!" said the Colonel, his voice becoming more irritated as a result of serious sleeplessness as a result of all this turmoil, "I told you our intelligence gathering needed to be revamped! I told you that it only took one little slip up to cause mass chaos! And now look what happened!"

"Calm down, Colonel…This is not the fault of our intelligence team," said the General, who managed to maintain calm, sensible tone, "There were many failures that allowed this to happen and many of them have nothing to do with our organization. Remember, internal threats are not usually our jurisdiction…We handle the outside stuff. If anything, this is a lapse on the part of SHIELD and the NSA."

"But part of this organization's purpose is to find threats of any kind at any given time in any place…Especially on our own soil!" said the Colonel, sounding increasingly irrational and enraged.

"The circumstances were beyond our control, Colonel," said the General in response, "Just because we have the tools doesn't mean they're going to give us all the results we want. Now I don't like that we missed this either…Nobody does. But like it or not, it happened and all we can do now is learn to cope with it."

This seemed to silence the Colonel's rage as he took one last puff of his cigar and put it out in an ashtray which was already full of spent butts. All his paranoia seemed to finally gain a little justification now that something like this had happened, but it didn't make it any less frustrating for him in the end. He hated how this whole ordeal had turned into one big fiasco for both the government and the world at large. And it was all because some guy couldn't keep his hatred of mutants suppressed and chose to go the path of outright insanity. The Colonel may have still harbored an intense distaste of mutants, but even he knew the importance of maintaining a sense of subtlety.

However, like it or not, Shadow Cell would most certainly have a role in dealing with the aftermath of this whole situation given it's position as the most prominent secret task force in the US arsenal. Mutants may not be secret anymore, but they sure as hell weren't going to topple civilization on the Colonel's watch.

"So what happens now?" asked the Colonel, knowing that there was no way the government was going to take this new phenomenon lying down.

"First things first…We have to know what we're dealing with," explained the General, "According to CIA, the NSA has maintained a large list of the names of known and suspected mutants. Many agencies encountered them in the past and even did some discrete surveillance on them, but their findings always end up back with the NSA. But with all the data they found, it was always kept under lock and key because of the governmental position of mutants being secret."

"I take it that protocol has been shattered now," said the Colonel, knowing full well how the government operates.

"Indeed," said the General in response, "Now, the lock has been undone and the secret is out. So in response, the President has discretely ordered that all intelligence communities are to share the list of known and suspected mutants for national security reasons. Every department, including ours even though it officially doesn't exist, must know who is a mutant and if they are potentially dangerous."

"They're all dangerous if you ask me," grumbled the Colonel, "Its part of the reason why I formed the GURSO unit."

"Colonel…I know how you feel about mutants," said the General, his tone growing more annoyed as he looked back at his associate with a penetrating glare, "But for now…You'll have to set those feelings aside in order to deal with this situation."

"Set them aside!" he bellowed in response, "Didn't you see what the rest of the world saw? Is that not proof enough that mutants are a menace!"

"No, that's only proof that provoking violence is going to cause chaos and panic…" said the General, keeping his calm despite the Colonel's rage, "Don't think I'm not taking this seriously…Believe me, I am."

"Oh come on, General!" shot the Colonel in response, once again letting his temper drive his actions, "How can you be so naïve! I've been saying it for years, and now this happens! Mutants are a ticking time bomb waiting to go off at the slightest provocation! Isn't the news making it abundantly clear that humans and mutants are destined for conflict? And still…You want to ignore the problem and just let it slide until it's too late! Because if you think that this little incident with the sentinel was bad, I doubt you'll be willing to face the kind of chaos that's sure to come!"

"Colonel…" said the General in a deep, serious tone, showing that he did not at all like the tone of disrespect that he was addressing him with, "This is just where you and I differ…And personally, it's getting to be somewhat of an annoyance dealing with your rather dogmatic views on the matter. Yet like it or not…We are NOT going to take sides. This is not a war…And I have no desire to see it turn into one. Shadow Cell is in the business of stopping wars…Not starting them."

The firm tone of the General seemed to silence the Colonel's raging anti-mutant feelings for the moment. As much as he disagreed with his superior's views and mannerisms, he still outranked him and much of what he said did have some merit to the situation. But despite this, it could not alleviate his feelings towards mutants. He still thought that every last one of them should be wiped out before they unleashed untold terror upon the world, but not matter how much he wanted to…He could not see such actions through given his current situation.

"Now it's still early, Colonel…" said the General, shifting his voice to that of a more collected tone, "But the higher ups back and Washington are all in agreement…We must do what we can to subvert all out war. This matter needs time and the world needs to absorb it. And in order to keep the world intact, Shadow Cell must do all it can to ensure that men like Trask don't threaten peace and security."

With a grudging mumble of affirmation, the Colonel pushed aside his personal feelings for the moment and focused more on his duty as an officer of Shadow Cell.

"So what is it that they want us to do?" he asked his superior officer.

The General responded by typing a few commands on his computer and turning the monitor screen so that they both could see.

"As of now, most all mutants are scattered throughout the world in a fairly random array of big and little mutations here and there," he explained, "Many are harmless for the most part, but some have put them on the watch-list."

The Colonel scoffed at the idea of a 'harmless mutant' as the General called it, but nevertheless he continued to listen as he looked at some of the readouts on the monitor.

"However…As of right now, the NSA has released information on two small organizations of mutants. One is a school, founded and run by Professor Charles Xavier…A powerful mutant psychic and former teacher and humanitarian worker who has garnered a great amount of respect in his field. His institute, the aptly named Xavier Institute for Gifted Youngsters, is a school for mutants to live, learn, and manage their powers. Overall, the man has a genuinely peaceful message to convey to the world…But some of the higher ups are still suspicious and insist that he and his students are watched."

Then, a picture of Xavier's school came up on the screen and the Colonel was actually somewhat impressed with what he saw. The institute looked more like a mansion than a school and had a very prestigious look to it…Yet the fact that it was run and occupied by mutants was not lost on him as the General continued.

"The other group…Which already has many of the higher ups worried…Is the Brotherhood of mutants. It's uncertain how they came to be, but from what SHIELD managed to gather, it was founded by a man named Eric Lensherr…A somewhat mysterious character who's kept a low profile for many years, yet we're certain that he's a mutant…And a powerful one at that."

"How powerful?" asked the Colonel, always one to be suspicious.

"Like I said…We're not sure," answered the General, "But we do know that he was once a friend and associate of Xavier's long ago back in the Balkans. From what we've gathered, they had a falling out and Lensherr disappeared for the most part. It's said he has the power to manipulate and control magnetism…And it's also believed that his views aren't as 'noble' as that of Xavier's."

"Great…A mutant supremacist?" asked the Colonel.

"Could be…" said the General, not having much more than that to go off of, "But either way, he is seen as more of a threat than Xavier at the moment within Washington and I happen to agree. This man's past is somewhat ugly…Both parents lost in the holocaust, wife killed by a lynch mob, and a rather unsocial attitude…All the ingredients necessary for a twisted man."

"No kidding…And they say HE'S the one who founded this Brotherhood?" said the Colonel as he looked bitterly upon an old image of the white haired man who could only be a threat given his powers and persona.

"I'm afraid so…" answered the General, "While nothing concrete links him to the Brotherhood, there have been numerous sightings from a few lucky observers and for now, we're operating under the guise that he and the Brotherhood are linked."

The Colonel let out a low mumble of disgust as he watched images of the Brotherhood boarding house flash across the computer screen. It wasn't anywhere near as affluent as the Xavier mansion and some of the photos of the mutants occupying the area looked shady at best. This only seemed to fuel his distaste of the situation as his stomach churned at the notion of organized mutant supremacists.

"So what do they want us to do?" asked the Colonel, "Do they want some of them…Taken care of?"

"No, Colonel…We're nowhere near that point yet," answered the General, rolling his eyes at his subordinate's irrational, innate eagerness to see that mutants die, "Mutants are still human and we have to treat them as such as in any operation."

The Colonel mumbled a few incoherent words, some of which the General ignored even though he didn't like having to hear them.

"For now, Shadow Cell will simply do extensive reconnaissance and surveillance as they have been training so ardently at lately," said the General as a picture of both houses flashed upon the screen, "We simply don't know enough about what we're dealing with to make any kind of sound judgment. And with raw data, we'll be able to discern enemies from possible allies, allowing both Shadow Cell and the government in general to make a sound policy to benefit us all."

"They're all still enemies if you ask me…" he mumbled as the General turned the monitor off for now, "These mutants will bring nothing but conflict…Mark my words, sir…It'll all happen in due time."

"And it is for that reason, Colonel…" quipped the General, not skipping a beat and not giving into his subordinate's irrational paranoia, "That Shadow Cell must be at the front lines…Ensuring that such a conflict will never come to pass. I know our team is strong enough…And I think that this could very well be their most daunting challenge to date."

* * *

While the rest of the world along with the shady organization of Shadow Cell seemed to be reacting strongly to the sentinel incident and the revelation of mutants everywhere, Dr. Nathanial Essex appeared to be the only one who seemed indifferent to it all. In his office, he watched the video clips of the sentinel incident on his computer screen again and again with a sinister smile on his face. He knew a day like this would come…He knew that it was only a matter of time before something this profound happened.

Now, the seeds of conflict between humans and mutants were being sewn. Now, mutants were no longer a farce in the minds of the ignorant masses who had little idea of the true nature of this phenomenon. He had spent decades studying and understanding mutation…Many more decades than most people thought. In his own skewed mind, he saw mutants differently in comparison to those who think there's nothing more than the prospect of peace or war. To him…Mutants were so much more than that…They were the key.

Dr. Essex had spent a lifetime uncovering the secrets of mutants, but only now were his true goals so tantalizingly close. For many decades, he had been working towards a dream…A dream that he believed he was destined to fulfill. Shadow Cell was just the first step in achieving that long sought after dream…And as he had predicted, it had all gone flawlessly.

Shadow Cell was the pride and joy of his achievements. He was getting everything he needed out of those five mutant soldiers and then some. There was so much left to accomplish, and all he needed was time…Which in his case, he had plenty of. For eight years, Shadow Cell had reigned supreme as the cornerstone of his work. The bio mutagenic accelerator and five young mutants that it was used on provided him the necessary groundwork for his future plans. Since then, he had been doing thorough, yet discrete research. With his five successful test subjects, he had all the raw data he needed to make his dream happen…Now all he needed were the resources.

"Oh how fate has turned the tide…" he mused as he watched images of the giant robot sentinel fighting off a group of young mutants that were now known to all as the X-men, "Yet as always…It has turned in my favor."

On his computer and in his desk, files containing the information pertaining to the X-men and their counterparts, the Brotherhood of Mutants, had been compiled…Yet there was still more he needed to know. From what he saw with each mutant on each respective team, they had the potential necessary facilitate his goals. Already, he knew that Shadow Cell was scheduled to do some major reconnaissance work on Xavier and the Brotherhood and if he was going to maximize the use of such data for his plans, then he would definitely have to keep a close eye on it.

Shadow Cell had proven themselves time and time again to be the strongest fighting force ever assembled. With their combined power, Dr. Essex had seen them take on seemingly impossible challenges and succeed with uncanny ease and efficiency. They were the bread and butter of his ultimate goals…The first pivotal step that he would build upon now that he had what he needed to proceed.

As he turned off the video feed and switched to the database files of the X-men and Brotherhood, a few pieces of data stood out. Some of the members on the X-men were mutants he had actually considered for recruitment for Shadow Cell and from what he saw in the videos of them fighting the sentinel, they had all received some pretty good training from Xavier on how use their powers. And there were even confirmed reports that his institute even employed the legendary Weapon X himself, now a reformed teacher in the eyes of the students. This was very beneficial to him because it meant that Xavier had pretty much done all the work for him and all he had to do was determine how he could use this to his advantage.

Then, there was the data from the Brotherhood…And that only made the smile on Dr. Essex's face grow even more as intelligence reports constantly blared a name that he had hoped he would see again…Magneto. To the rest of the world he was a dangerous mutant supremacist…But to Dr. Essex, he was just a poor deluded fool. He claimed to be a champion of mutant ascension, yet if anybody looked into his past, they could probably ascertain the real reason why he did what he did. However, Dr. Essex knew somewhat better than most and of all the people he had worked with, Magneto had aided him he most in his research.

Whatever Magneto was planning, Dr. Essex knew it could only be something grand. And for the scientist who had created Shadow Cell…It was something that he knew he could use. Magneto had knowledge that he had imparted to him many years ago and if he had used that knowledge wisely like he suspected he would, then his goals may come even faster than he thought.

The path was open to him…The time had finally come. This whole phenomenon was the perfect catalyst he needed to make his move. The human/mutant conflict would only feed his goals and in the end, it would be the undoing of both sides. All he had to do now was take the next step…And once it was completed, there would be no stopping him…Not now, not ever.

"Countless years of blood sweat and tears…And now it is finally happening…It is finally within my grasp," he said to himself as he opened up the secret compartment built into his desk and pulled out the papers and blueprints that would turn his goals from mere dreams to full reality, "Shadow Cell has given me everything I need…Everything I could ever want. My beautiful creations…So strong…So powerful…So ready for their ultimate purpose. So much time…So much work…And it's all about to manifest just as I have so often envisioned it. Step one was completed long ago…Now finally, step two can begin. And once it is complete…The world will be in or a very sinister future."

* * *

AN: Things have taken quite a turn in this world and with the presence of Shadow Cell, it looks like things may get a bit more complicated! Trust me, this is only the beginning of the thrill ride to come, so stay tuned to see how Shadow Cell, the X-men, and the Brotherhood all manifest in this profound world! With all that's happened in this fic, I'd love to know what you all think! Please tell me! Send me your reviews via email or post them on the fanfiction website! Do one, do both, to either! It doesn't matter to me as long as you REVIEW! Thank you so much for reading and I wish you all the best!

SLICKBOY LOVES REVIEWS! PLEASE GIVE HIM REVIEWS!


	20. Sight Unseen

**Sinister Soldiers  
Chapter 20: Sight Unseen**

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* * *

Sorry for the delay. The reviews are still dwindling! Keep them coming folks! And for those who did review, here's a quick word to those kind souls!

**Agent-G: **Don't worry my friend, the downtime is just ahead! Sorry, but I though I told you I would have the reaction first, then the downtime before they got the mission. My bad. As for the Colonel, his personality is just one of his defining traits. And given how messed up things are now, I don't think the General would have the time nor the desire to write him up on that as every other branch of the government is yelling at one another. And in regards to info on Wanda's family, you'll see how that plays out here! Yes, they know, but that's only gives them more reason to keep it from Wanda. As soldiers, it's not always their duty to know…But trust me, it will come into play soon enough. Thanks as always for the review my friend! And thanks again for helping me with the downtime scene! You rock dude! Stay cool like you always do! Peace out!  
**Jenskott: **Glad you think I nailed the reactions my friend! But stay tuned, because reactions are one thing…Responses are another! As for the relationship between the Colonel and the General, that'll play out later on as well. Of course they're all a bit edgy after the sentinel incident, but this is just the beginning! Hope you like where it goes and thanks a ton for the review my friend! Peace out!  
**KaliAnn: **Yeah, I know I played with perception a bit in the last chapter, but that was kind of my intention. There are many points of view with this story from Dr. Essex, to the Colonel and the General, and to Shadow Cell and I wanted to touch base on all of them to set the stage for how things would further develop. Rest assured, there's plenty go come and perspective will be key! Thanks a ton for the review girl! I always appreciate your sentiment!  
**Simba317: **Ah my favorite moment of reviewer response…Talking to my favorite reviewer! As always, it was a pleasure to read your feedback! I sincerely wish that other people put as much effort into it as you! I'm glad you liked the X2 bits I squeezed in there. I thought it would be appropriate for the situation since I really want to integrate a lot of things with this AU. And in regards to Mystique, trust me…Things with her will continue to develop as everything gets a tad more complicated with the current situation between humans and mutants. As for Shadow Cell, you'll see just how they go about handling the X-men and the Brotherhood with the coming events. They don't know the exact details at the moment, but they do have some idea as this chapter will show. But in regards to Dr. Essex's plan…Well, you'll just have to wait and see for that! As always it was a great pleasure reading your review my friend! I can't tell you how much I enjoy them! You totally rock my friend! Thanks a ton for reviewing! Peace out!  
**KSimonT-X: **Hey! Always nice to hear from you my friend! I'm glad you like the AU I created here. I truly wanted to do something unique, yet something that also ties in well with the overall X-men universe. Telling a story is one thing…Retelling a whole universe is another! As for your thoughts on Dr. Essex…Rest assured, you'll find out eventually! Thanks again for the super kind review my friend! Keep up the awesome work on your stories and I hope you continue to enjoy mine! You rock! Peace out!

Also, a special thanks to: **X00001, Quillian, Wen1, Mark C, GothikStrawberry, Maddisonavenue, Firebane5, Jaguar, and She-elf.**

Don't forget to review folks! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

* * *

After countless hours of seemingly unending training session, the five mutant soldiers of Shadow Cell were finally given a little break. Their already rigorous schedule had truly been taken to another level since news of the sentinel fiasco spread and naturally, it didn't take long for it to reach the five mutant soldiers, who had only been given short, bare bones briefings on the matter from Dr. Essex. They were never really told much about the details, for protocol dictated that they only be told what was necessary for them to know. But they had grown used to such feelings over the years since as soldiers, it wasn't their duty to know…Only their duty to act.

But for now, they simply used what little time they had to unwind from the incessant complications of their lives whether it be through missions or training. They were all gathered in their specially designated break room where they usually relaxed and recuperated from the rigors of their training. In this room, there were allowed to do things like read, chat, and even play a few games. Their selection wasn't too broad though. They were only allowed books that had to do with war, each magazine they had was highly censored so as to keep them ignorant of trivial information, and the games they were given were only those which helped build one's mind like chess, checkers, and even a few card games.

As always, there were GURSO soldiers present during their break time, but for the most part, they were there just as a formality. They were still allowed to talk, relax, and do whatever they could to help them unwind. At the moment, Jean and X23 were simply enjoying a game of chess at one of the tables while Scott and Wanda sat on the couch adjacent to them reading a couple of magazines. Sitting in a chair near the bookcase was Vincent, who preferred real books as opposed to magazines, and today he was reading a book he had been trying to finish for some time now. It was entitled "The Five Rings," by Miyamoto Musashi, and it was a book he found deeply intriguing for it's value in terms of battlefield knowledge and philosophy. With concepts like timing and strategy and an emphasis on the warrior spirit, the book spoke volumes to young Vincent and it had quickly become one of his favorite reads. Given that it was written by an ancient samurai warrior, it was something that resonated with him in a powerful manner. And being that he was the philosophical one of the group, it seemed appropriate that he find a great deal of intrigue with this…For in reading it, he often found himself thinking back to some of the things Mr. Kansuke had taught him and the ideas Magnum later build upon.

"Man, can you believe what some of these people write?" commented Wanda as she looked over a recent issue of Newsweek magazine, "It's like they focus more on celebrities than real conflict."

"Yeah, I know…" said Scott with a slight chuckle, "It hardly seems balanced."

"Who would want to know about what some bimbo wore to some big movie premier anyways?" she wondered, "Is that really as important as say…The small little article about North Korea conducting secret trade deals with Latveria?"

"I don't know, Wanda…" said Jean as she made another move on the chess board, "I guess some people would rather focus on something trivial like celebrities, scandals, and what not rather than focus on the more serious side of the news."

"In other words…Ignorance is bliss," said X23 as she countered Jean's move.

"Yeah, I guess it's only natural that people wouldn't want to focus on things that could potentially frighten them," said Vincent as he turned another page in his book, "And in addition, it makes our jobs and the jobs of everybody else in the super secret world a lot easier."

"Definitely…" said Scott as he looked through an article in a recent issue of Time magazine, "And it's kind of funny really. Sometimes I see articles in these things that we were behind. Like get this…That little incident we took part in with that Columbian drug lord who tried to buy a nuclear weapon from the Russian mob is mentioned in here as just a 'major drug bust.'"

Upon hearing that, a round of laughter arose from the five mutant soldiers, which was rare for them, but it was something they still experienced from time to time. And when it did happen, it made them feel less like drones and more like human beings…Which was something they all wanted to hang onto, for that's part of what made them function so well as a unit and as soldiers.

"Major drug bust my ass…" said Jean with a grin as she made another move on the chess board, "That deal almost left Bogotá a smoking crater!"

"Yep…But we stopped it," said X23 with pride as she once again countered Jean's move, staying on the offensive.

"And we did it with style," said Wanda, who couldn't help but shake her head in amusement at some of the influence she and her comrades had exacted upon the world without anybody knowing it.

Once the laughter died down, things fell silent again…But the notion of them having such great influence upon world events without anybody outside world of black programs knowing about it still lingered with them. One day they were in the Hindu Kush stopping a killer virus from being released and a day later, here they are sitting together casually reading and playing games together as if they were a family. It was sobering in some ways…But rather humorous in others.

"Man we really are something, you know?" said Scott, letting out another chuckle as he reread the article.

"What do you mean babe?" said Jean as she made another move, hoping to send X23 back on the defensive with her bishop.

"I mean look at us…Sitting around here, joking about how we saved the world," he said, "The rest of the world doesn't have a clue…But for us, it's just part of our lives."

"Well when you put it like that…" said X23 with a slight chuckle, "I guess it does sound a bit odd. I mean, the way we go about our jobs is just so crazy at times."

"And yet, we manage," said Vincent casually, keeping his eyes on his book.

"But we don't just manage…" argued Scott, "We live it…We embrace it."

"Well it's what we do," said Wanda as she closed her magazine, thinking she had just about read enough useless babble for one day, "We fight, we train, we manage this life together. And when you think about it…We're almost like a family in how we do things."

There were some mixed feelings among the five mutant soldiers upon hearing that. The word 'family' had always had some pretty rough connotations. Scott, Jean, and Vincent had lost their families, Wanda's had abandoned her, and X23 never even had one to begin with. But in the context of what a family was and how it functioned…It really did kind of make sense to them that this is what they were at heart.

Whether they were in the heat of battle, training and honing their skills to perfection, or simply lounging around just like this…It all resonated so strongly in their minds. As a unit, they trusted each other with their lives…But as a family, they were close in a way that no mere comrade could ever ascertain. And with that thought in mind, the five mutant soldiers of Shadow Cell took a great deal of comfort in such closeness.

"Family…" said X23, feeling a strange, yet warm sensation within her as she looked back at the four friends who had helped her become human, "Yeah…I can see that."

"Me too…" said Jean with a smile as she looked back at Wanda.

"Same here…" said Vincent as he closed his book and shifted his gaze towards the woman that so often made things easier for him, "I guess we are a family in every way that matters. Family is what you make of it…It's the people you know will always be there for you."

"And after everything we've been through together, I think I can safely say that as messed up as our lives are in many ways…At least we still have a family to help us every step of the way," said Scott, who couldn't help but smile as he looked back at the people who had filled that hole that had been left in his heart since that fateful day in the skies over Alaska.

"Amen to that!" said Jean as she made one final move, "Check mate…"

"Damn…" said X23 with a sigh as she looked at the trap she had walked right into, "Best two out of three."

"You're on!" said Jean as they began to reset the pieces.

Then suddenly, before another game could begin, the door to the lounge was opened and the five mutant soldiers quickly stopped what they were doing and instinctively took their usual, respectful poise…For Magnum, their trusted teacher and mentor, had stepped in with a simple, yet vital message for her pupils.

"It's time…"

* * *

With a course of action finally given to them by the higher ups, the General called in an impromptu meeting for the five mutant soldiers that had served the organization so well. His trip to Washington had been cancelled in light of the mass chaos caused by the sentinel incident and a new set of priorities now dominated for the super secret program. This wasn't the first time such a meeting had taken place as a result of a crisis, but this was by far one of the most serious gatherings thus far for Shadow Cell.

As with all meetings, there was a great deal of protocol that the five mutant soldiers had to follow before heading into the aptly named War Room where they got most of the details concerning each mission. It was a very advanced area of the facility and was usually forbidden for any of them, the five mutant soldiers included, to tread anywhere near it because of the sensitive nature of the data that was being processed. It was here where much of the information that was gathered from all over the world from many different branches of the intelligence web was compiled and analyzed by an elaborate team of analysts that worked almost as long as the soldiers did to keep up with the flow of data. And given the magnitude of this situation, they had been putting in even more time as the mutant phenomenon took a firm hold of both government and society.

Of all the rooms, this one required the most GURSO soldiers to guard. Even thought it was always an annoyance for the General and Dr. Essex since they never questioned the loyalty of the team, the Colonel insisted upon it. Now, Scott, Jean, Vincent, Wanda, and X23 were standing in a well lit area in front of a long table with the General, the Colonel, and Dr. Essex at the head along with many other subordinate officers surrounding them. And as with pretty much ever other part of their lives at the base, GURSO soldiers kept their guns pointed directly at them the whole time as the meeting commenced.

"Greetings once again Shadow Cell. I see from your schedule that you all have been working quite hard this past week," said the General as the meeting drew into full swing.

"Yes sir," said Scott as he and his comrades stood firmly and respectfully to their superior officer, "At the request of our drill instructors, our regiment has been intensified quite significantly."

"Indeed, and there is most certainly a reason for that," said the General as he was handed a folder with a classified sticker on the front, "Now I won't bore you with the formalities at this point, but you all probably have a pretty good idea of why you're this meeting was called."

"However, for the sake of argument…We're going to keep this really short and simple because there's really only so much you need to know," added the Colonel, sounding somewhat more distasteful as the General shot him a dirty look, which he fully ignored.

Many more of the officers opened up their files as a readout of the current situation was displayed for all to bear witness to. It was complicated to say the least, but luckily that was Shadow Cell's specialty as the General took over once again.

"As you all know, last week a historic incident took place in downtown Manhattan at approximately 11:47 AM Eastern standard time," said the General as many of the other officers began to take down notes and read over the reports, "The now infamous sentinel fiasco that exposed mutants to the world has sent the higher ups back in Washington into a tailspin and the public's reaction has been far from accepting. Now we don't know all the details, but what we do know is that both mutants and a group of humans known as the Friends of Humanity are responsible. The Friends of Humanity built the sentinel to destroy mutants…And mutants exposed it and themselves in the process."

Images on a holographic projector with a team of mutants fighting off the giant robot then flashed before the five mutant soldiers. Much of the footage came from news reports, but after some of the clips played, new image files came up showing specific individuals that had been key players in the incident…That they knew of at least.

"Now first off…We'll give you all some of the good news," said the General as an image of Bolivar Trask, the man who created the sentinels came up on the hologram projector, "The man you see before you, Dr. Bolivar Trask, was the man behind the sentinel program and the founder of the Friends of Humanity, an anti-mutant group that seeks to eliminate all mutants. He's a former black ops program leader who was the best in his field when it came to robotics, but he was kicked out for radical idealism and theft of classified data which would later be used to construct the sentinel. But as a result of this incident, he has been arrested and imprisoned indefinitely while his group has been officially disbanded."

"However, that's not what we're concerned about here," said Dr. Essex as he took over while the General organized his papers and a new stream of images were displayed on the holographic projector, "Just because Trask and his organization was stopped doesn't mean that all is said and done. What has been concerning the government as of lately are the other individuals that were involved in that incident…The mutants who helped take him down."

Then, images of the X-men and the Brotherhood were shown on the projector and the five mutant soldiers knew to make mental notes of each of them, for they had a feeling that they were going to be a chief concern in the not too distant future.

"We know them by two main groups…" said the Colonel as he brought up more image files, "One group is known as the X-men…The other is known as the Brotherhood. The X-men are based in a large, secure school that preaches peace between humans and mutants…The Brotherhood is based in a run down boarding house and preaches a less pacifists view."

"So it's the Brotherhood we should be we should be worried about?" asked X23 as looked at some of the major differences between the X-men and the Brotherhood based on their data images.

"No…It's both you should be worried about," said the Colonel, "Now mutants everywhere are still scattered and living in the shadows, but these two groups already show the early signs of factions and ideology. And both sides have already sought to recruit other mutants."

"In other words, they're setting up sides…" said Wanda, thinking it sounded too much like a rebellion of sorts that she and the others were so used to dealing with.

"We don't know that just yet," said the General, not jumping to the same conclusions he knew the Colonel had already taken hold of, "We don't know much of anything about each group other than some personal data. Details on their mutant powers, aspects of their daily lives, and data on the overall operation of their respective groups are sketchy at best and we've only had the bare bones data to go on."

"And that, my children…Is why you're here," said Dr. Essex with a slight grin, "Your mission as of now is to go on a series of reconnaissance runs of each group over the course of the next week. You will be conducting concealed stakeouts and obtain photos of each facility and their members while also taking note of the powers and abilities of each mutant."

"You will each go out on a strictly undercover ops basis," added the Colonel, going on in greater detail, "That means no regular uniforms since you'll all have to blend in."

"Don't worry Colonel, we've done that before…" said Vincent, remembering all the times he and the others had to fly in to heavily populated areas around the world like Moscow and Hong Kong to carry out missions against concealed urban based enemies.

"Not in this respect you haven't," said the General, "You'll be going to the city of Bayville…A regular American city with regular American…In other words, it's a place none of you have ever operated in before. This isn't going to be some run and gun style infiltration in Tehran or Latveria, you're going to be amongst the average, regular Americans that you all have done so much to save. The big catch here is that you'll be monitoring other mutants and not terrorists or enemy soldiers. Now they all look like regular, ordinary people…But that's pretty much where the similarities end."

"In other words…This is a strictly incognito operation and you are to give absolutely no hint of your existence…No exceptions!" stipulated the Colonel.

"Yes sir, we know the drill," said Jean, for the Colonel had made it a habit of drilling that one detail into their heads time and time again.

"And see that you stick to it…" said the Colonel firmly.

Even though it wasn't the most polite or respectful way to get a point across, the five mutant soldiers nodded in affirmation that they understood the terms. Over the years, they had grown somewhat used to this with the Colonel, but that didn't make him any less of an annoyance.

"What about our guns?" asked X23, still not clear on what they'll have to work with in carrying out this mission.

"You'll be in a crowded, social environment at times…So you'll only be allowed to carry concealed side arms," answered the General.

"But you are NOT to use them unless it's absolutely, positively necessary," stated the Colonel, making sure they got the importance of that vital detail, "And that goes double for your powers unless it's necessary to carry out the mission. If at all we hear of any misuse…Then you all will face punishment. Is that understood?"

"Sir, yes sir!" they all said in perfect unison.

"Good…" said the General as he took over, "Now you're all to begin immediately since this is a high priority mission. You are to check in ever three hours via com-link and whatever data you compile must be secured on encrypted data disks. You will use a handheld XR1000 GPS mapping and computing device that will give you the scope of the entire area both within the city and around the facilities and you will also use it in conjunction with the disks in order to create the necessary reports on each mutant you observe. Now normally we'd try to get you some safe houses to stay in, but given the short notice of this mission, the best we could do was locate specific isolated areas outside the city for you to camp at. They're not far from the target, so you should be able to stay close to each group. Time is key here so we can't afford to squander any. We've already provided you with appropriate clothes, food rations, supplies, camp equipment, and transport, so good luck and Godspeed. Dismissed."

Upon hearing that, Scott, Jean, Vincent, Wanda, and X23 were led out of the room by a couple of lieutenants towards the main deployment area where they would undergo the usual protocols before they were released onto a mission. The rest of the officers present also got up to make their leave as well, but Dr. Essex, the Colonel, and the General all stayed behind for a brief word as the prospects of this mission.

"I noticed you didn't tell them everything we agreed upon Colonel," said the General as he pulled him off to the side away from curious listeners.

"The less they know, the less inclined they'll be to question anything," said the Colonel in response.

"I'm not concerned about that Colonel," stipulated the General in a somewhat annoyed tone, "Since when have they ever given us a reason not to trust them? They deserve to know as much as they can so they can better fulfill our mission and that includes some of the background data they were supposed to have on Xavier, Magneto, and the Brotherhood…Especially with Wanda."

"General…As shocking as it may be, I'm going to have to side with the Colonel on this one," said Dr. Essex.

"What?" both men said at the same time in a surprised tone.

"Dr. Essex, I thought…" began the General, but he wasn't allowed to finish.

"Yes, I know General…But for now, I think it would be best if the unit only occupy themselves with the most objective of details," said Dr. Essex in his highly refined tone, "You sometimes forget General…They are mutants. And this situation is entirely centered around mutants. They all know what they are and they all know how the world feels about them. And it is for that reason we must maintain their indifference even if it means leaving a few specified details out…And that includes keeping family issues like Wanda's out of the loop."

As much as Dr. Essex's words made sense, it was still strange that he was siding with the Colonel for a change since they had always been polar opposites since the early days of the project. The General still didn't agree with it since he had come to so greatly trust the five mutant soldiers that had dedicated their lives to their duty, but it was a little too late to change that now.

However, for Dr. Essex, there were plenty other reasons why he felt that the team should be kept in the dark about some of the more intimate details of what they were doing. In his mind, the less they knew the easier it would be for him when he finally puts his ultimate plan into action. Not to mention the fact that if Wanda found out about Magneto being the founder of the Brotherhood as well as her twin brother being a member, she may not take it very well. But that was a little tidbit he decided to keep sequestered for the time being, for it may come into play later.

"I see what you mean, Doctor…But still, don't you think that if they are to continue to trust us, we must also show that we trust them to do their duty?" asked the General.

"Indeed I do, sir…But with the way things are at the moment, I think it would be better if we kept it simple until the fury over the sentinel incident dies down," said Dr. Essex, sounding confident and certain of his position.

With a defeated sigh, the General conceded to the validity of what they were saying. He wasn't often swayed when it came to matters of protocol, but with everything being so messed up in general, it was probably for the best anyhow.

"I suppose you're right…" said the General, "But we have to consider what we tell them more closely with future missions…Especially if human/mutant tensions escalate."

"Oh don't be such a pessimist, General," said Dr. Essex in a more casual tone as he and the two officers made their way out of the room, "Let's just focus on the mission at hand with our strapping young lads out in the field once more and make sure we learn as much as we can about our latest point of interests. For who knows? Perhaps these X-men and Brotherhood will come into play later on…"

* * *

After leaving the War Room, the five mutants of Shadow Cell went through the usual protocols they had to follow before any mission. As always, they were repeatedly searched and monitored through numerous checkpoints as they made their way to a specific locker area where the clothing their superiors had carefully selected for them was laid out. It may have been a far cry from their usual uniforms, but they made no qualms about it as they got dressed, concealed their knives and firearms in special harnesses that would be worn under their shirts and along their legs, and retrieved the tools they were going to use during this mission.

Pretty much every detail about their appearance was made to help them blend in as with any other undercover spy mission…Only this time, it was somewhat strange because they were wearing clothes to make them look like regular, run of the mill Americans. Few missions ever required them to work like this. The only ones that did were the very rare missions where they would have to spy and infiltrate high risk terrorist groups that operated within the boarders of other Western countries like Germany and Sicily, but those kinds of missions were few and far between since they fell under the jurisdiction of other agencies like SHIELD and Interpol.

However, this time, the stakes were different and the situation was unlike anything they had ever encountered before. They were out to spy on mutants…Mutants just like them. They had never really come into contact with mutants with the exception of each other throughout the course of their lives as soldiers with only a few rare cases where their enemies had a psychic. But never before had they ever had to deal with mutants in a setting like this…Never before had they ever had to worry about mutants in a world like this since they officially didn't even exist up until a week ago. But, situation aside, it was another mission for Shadow Cell and they would carry it out like any other.

Once they were all properly dressed and outfitted with the necessary equipment, they were led by a sergeant towards a garage area where a single, mundane looking black sports car awaited them. It was no super sophisticated, high-tech spy car, but that really wasn't their style anyways. It only had a slightly supped up engine, a few compartments to store food and ammunition, and bore a special license plate that would keep them off the radar of local law enforcement. For the most part, the car would simply get them around and help them blend in, and that was more than enough for them.

As soon as they passed the final check point, they sent a confirmation signal to the General and the rest of the monitoring staff back in the heart of HQ and they were finally sent off in their regular looking sports car in their regular looking clothes. At first, they drove along poorly kempt dirt roads past all the security barriers that kept the vast Shadow Cell HQ hidden from the public eye. It took them a few hours before they even got onto a real road, but once they were on, the mission officially began.

"Damn it, do people really wear this shit?" asked X23 as she adjusted her somewhat uncomfortable red shirt, since she wasn't used to baggy clothing after all the skin tight combat uniforms that she had been wearing her whole life.

"Yeah, I know…It takes some getting used to," said Vincent, who was dressed in fairly loose fitting black shirt and dark blue jeans, "Then again, I haven't worn this stuff in years, so I wouldn't know."

"No kidding," said Wanda, also feeling a bit strange wearing regular baggy clothing that included a black shirt and black denim pants, "It's hard concealing weapons with American clothes since they've all become so damn loose and scant over the years. Hell, I almost prefer those burkas we had to wear back in Afghanistan. At least it was easy to hide weapons and blend in with those."

"Yeah, you could probably conceal an RPG launcher in those things," said Jean, who was wearing a simple loose red shirt and jeans.

"You can…I've done it before," said X23 in response.

"I don't doubt that," said Scott, who was dressed in dark blue shirt with black cargo pants, "But clothing aside, I doubt a mission like this will require anything near that kind of firepower. This is just a reconnaissance mission. If we do everything right, we won't have to fire a shot."

"And besides, you know how the Colonel feels about pyrotechnics," said Vincent, his tone growing somewhat distasteful at the mention of their least favorite commanding officer.

"Hey, pyrotechnics or not, he'll still find some way to yell at us when all it said and done," said Jean, rolling her eyes at the constant apprehension they had to endure at the hands of the Colonel.

"Well then let's not disappoint him, because I think the guy enjoys it," said Wanda as she finally stopped messing with her clothing once she was sure her guns and knife were secured and concealed.

"He probably does…" said Scott in agreement, "With any luck, he'll give himself a heart attack or stroke."

"Nah, he'll stay alive forever just to fuck with us," said Jean, "I think he sees that as his purpose in life as long as we're still breathing."

"Sucks for us…But then again, what else is new?" said Vincent as everybody began to settle in for the long three hour drive to Bayville.

In their minds, they began going over some of their many tasks that they were assigned to handle during this week long reconnaissance run. This was their first mission where mutants were the focus, but they had a feeling it wouldn't be the last. And for that reason, it was probably necessary for them to get up close and personal with these two groups that had garnered such interest among the organization. Neither of them knew what to expect, but then again, that was part of the job.

"So what do you think we'll find with these X-men and Brotherhood mutants?" asked X23 as they all mentally prepared themselves for the task at hand.

"I don't know X…" said Scott as he stayed focused on the road even as details of the mission ran through his mind, "There's no telling what either side will have in store for us…I mean, these are mutants we're talking about."

"Do you think some of them could be hostile?" she went on to ask.

"Knowing our luck…Probably," said Scott, speaking strictly from their track record, "But for now, we'll just have to forgo blowing people's heads off with this mission. We've got a job to do…And we won't know what we find until we find it."

* * *

It was Monday morning for the X-men, the Brotherhood, and the rest of Bayville as the five mutants of Shadow Cell drove into the area around seven in the morning. As soon as they were within the city limits, they activated their secure, low-frequency com-links to contact the General. Yet as they all parked the car in a relatively unoccupied parking lot not far from the office building, they all got a surprise as they checked in for the next phase of their mission.

"General, this is Cyclops…Part one of Operation Eagle Eye is a go, I repeat…Part one of Operation Eagle Eye is a go," said Cyclops as he and the others held back in the car.

"That's good to hear my boy…" said Dr. Essex over the line.

"Sir?" said Cyclops in a surprised tone as the sound of their mentor's voice echoed through the links.

"Surprised to hear from me?" said Dr. Essex over the line with a hint of humor in his voice.

"Dr. Essex…But, I thought…" began Mayhem, but Dr. Essex was quick to fill in the blanks.

"It was a last minute change at my request," said Dr. Essex, "I wanted to be the one who oversaw this mission for a change since it involves something I know more about than the Colonel and the General combined."

"But I thought the protocols of mission said we had to specifically check in with the General and at least three of our officers?" said Phoenix, remembering clearly what the General had told them.

"Let me handle that my children," assured Dr. Essex in his confident tone of voice, "Many of those protocols are unnecessary and you damn well know it. They're just a bunch of paranoid rules set up by the Colonel and his posse to better control you even when you're off doing your duty. And rest assured, I have pulled the necessary strings this time around so you can all better carry out your mission."

As the bewilderment of the five soldiers began to quickly wear off, the tension surrounding the mission seemed to ease some what. It didn't mean they would take it any less seriously, but it would give them one less thing to worry about while they carry out the tasks that they had been assigned. Yet still…There were some lingering questions about why Dr. Essex chose to head a mission like this when they were so used to the Colonel or the General being the one who gave the orders while they were in the field.

"But…Why now?" asked the Scarlet Witch.

"Because…Special situations sometimes call for special actions," said Dr. Essex in response, "I am the foremost authority on mutants and I know them better than anybody on the face of the planet. A mission like this simply requires someone who knows the finer details on the matter and as good as the Colonel and the General are at managing terrorists…Their knowledge of mutants is antiquated at best."

"I understand…" said Cyclops as the words of their mentor seemed to make at least some sense, "But how'd you get this past the Colonel?"

"Both he and the General have enough on their plate as it is…" answered Dr. Essex, not willing to give them the exact nature of how and why he wanted to head this mission, "But do not concern yourself with that just now…You all have a job to do."

"Right…" said Cyclops as he and the others stood ready to begin the next phase, "What are our orders?"

Over the line, a sinister smile spread across Dr. Essex's face, for he could barely contain the excitement he felt at the sheer implications that this mission had…Both for Shadow Cell and for his more 'ambitious' plans.

"I'm sending you the necessary protocols to your handhelds," said Dr. Essex, "In there, you'll have a complete map of the area encompassing the whole city, files on the known mutants that have many blanks we need to fill in, and a timetable for you all to carry out your observations. Now I've already divided you up into teams…Phoenix and Scarlet Witch will scope out the Xavier mutants while they attend school while Cyclops and Mayhem keep tabs on the Brotherhood. X23 will keep watch over the mansion in the meantime and be sure to make note of the layout and security of the area just in case we end up having to make a move on them in the near or distant future. Be careful and thorough at what you observe…Find out as much as you can about them both in terms of mutant powers and personal behavior."

"Consider it done, Doctor," said Mayhem with a firm confidence in his tone.

"Don't get too cocky," warned Dr. Essex, "Remember, there are still plenty of unknowns to deal with and it's vital that you all keep your anonymity. It'll be more difficult this time around because you'll be in a public setting dealing instead of a war zone. Add to that, some of the mutants in question are suspected psychics, so make sure your mental shields are at their utmost."

"Don't worry…" assured Phoenix, the team's powerful psychic, "I'll make sure no telepath catches even the slightest trace of our presence."

"I know you will, but remember to expect the unexpected my children…For there's no telling just where the information you gather will lead us," said Dr. Essex in an ominous tone, "Now go forth Shadow Cell…Make me proud."

Without another word, the com-link went silent and the five mutant soldiers were ready to begin their mission. With clothes that made them blend in like a fly on the wall and concealed powers that would aid them in each and ever facet, they were all ready to take on the daunting task at hand. Phoenix, the Scarlet Witch, and X23 exited the car while Mayhem and Cyclops stayed in and started the engine.

"We'll meet back here for a report at 18:00 hours," said Cyclops as the timetable was about to begin, "If you have trouble getting around and following them, Dr. Essex gave us the locations of a few places where you may be able to hot wire a few motorcycles."

"Don't worry…We'll find our way," assured Phoenix, "And if anything happens at all with any team, I'll keep a psychic channel open for us all to talk through."

"Good, we'll need something if we're going to maintain radio silence," said X23.

Then, as the sunrise began to bathe the city in a morning glow, the five mutant soldiers stood poised to begin their mission. While it was very different in many ways compared to the kinds of missions they were used to, it was a mission none the less and they were determined to carry it out with every bit of intensity and efficiency as they would any other.

"Okay Shadow Cell…We have our mission…Let's see it through," said Cyclops as they all put their hands in the center as they often did as their own little ritual before each mission.

"Kuwabara…Kuwabara…" they all said simultaneously.

And with that they broke the circle and made their way off to their respective targets.

Back at the Shadow Cell base, the com room where all missions were observed and carefully scrutinized, things quieted down for the most part as radio silence was initiated and the rest of the staff shifted into maintenance mode, simply keeping the channels of data flowing and keeping firm watch of the area.

Dr. Essex was the lead official present in the room, which was a great change for those who were used to the Colonel or the General, but they were all quick to adjust as things eased into more relaxed state of awareness as they simply let Shadow Cell do their duty.

On the high resolution video screen, an aerial view of the entire Bayville area was being broadcasted in real time from a spy satellite hovering over the area in cold vacuum of space. Certain places like the location of the Xavier Institute, the Brotherhood boarding house, and Bayville High where most of them attended were marked for reference as everything from traffic patterns to the flow of people along the streets was carefully monitored. And somewhere within this sea of data were the five mutant soldiers of Shadow Cell, working to carry out their mission as the data teams could only wait and wonder what kind of information they would receive.

Dr. Essex seemed somewhat more optimistic than usual as he looked over the map and made note of a few key features around the area where the two mutant teams resided. While the rest of the team was wrought with uncertainty, Dr. Essex seemed to be brimming with confidence as he kept a close eye on the status of the mission that he felt was the most important one to date…For him at least.

This attitude of his did not go unnoticed, but nobody dared to say a word…Except for the only person who was ever allowed to openly address Dr. Essex other than the Colonel and the General.

"Has it already begun?" asked Magnum as she stepped into the room and approached Dr. Essex from behind.

"Indeed it has, Magnum," affirmed Dr. Essex, "The next vital step has officially begun and not a moment too soon…"

"But what do you expect to find with the data that Shadow Cell gathers?" asked the deadly mercenary in her thick Russian accent.

Dr. Nathanial Essex simply flashed his most trusted associate a sinister grin as he leaned in closer so that nobody else could hear what he had to say.

"I only expect to find confirmation of that which I already know…" he whispered under his breath, "It's not the data that I'm eager for…It's the insight. Once I can confirm what I need to confirm…Then the next phase can begin."

"Does that mean I should prepare for more…Unofficial tasks?" she asked him in an equally discrete tone.

"Don't worry…I trust you'll be ready," said Dr. Essex, "It's the rest of the world that should be preparing…For it shall all begin with this fateful mission."

* * *

Back at the Xavier Institute, the usual scramble for a ride to school was in full swing as the students scurried about in preparation for yet another day at Bayville High. Things may not have gotten any easier with them being known mutants, but that didn't mean that they had to deal with being late in addition.

"Come on you bloody slowpokes! We're going to be late again!" yelled Betsy as she and Warren stood in the foyer with their backpacks in hand, looking ready to leave.

"Oh, don't leave yet!" said Kitty from upstairs who was trying to fix her hair, "My blow dryer was acting up again! I'll be right down!"

"Well hurry!" shouted Warren, "We don't want to give Principal Kelly another reason to yell at us!"

As activity on the upper levels intensified, Bobby and Sam made their appearance as they both slid down an ice slide that Bobby had made and scrambled to the garage.

"C'mon Bobby! Let's grab a couple of the motorbikes before Ray and Roberto take em first!" urged Sam.

"Right behind you man!" said Bobby as they both slid off the ice slide and passed an increasingly frustrated Betsy.

"Bobby! I thought the Professor told you no ice slides indoors!" yelled Betsy, growing annoyed with everybody's incessant tardiness.

"Hey, sorry 'mother,'" said Bobby with a laugh, "But you did say to hurry!"

Before Betsy could yell at them again, Sam and Bobby were already gone. Then, Tabitha, Rahne, and Amara made their appearance as they all slid down the banister and scrambled towards the garage as well.

"Heya wings!" greeted Tabby, "We're catching a ride with Roberto today, so don't worry about overcrowding your car!"

"What? How'd you rope him into that?" asked Warren, surprised because Roberto had just gotten his license, he had been more partial to taking one of the many motorbikes that Xavier had in order to help them all get around.

"Flashed him my boobs! Now come on!" said Tabby as she and the two other giggling girls made their way towards the garage, leaving Betsy and Warren to just look back in bewilderment.

"Something tells me I don't even want to know…" said Betsy as she just shook her head at the New Mutant's knack for making mischief, "Come on, let's get going luv."

"They snooze they lose I guess," shrugged Warren as he adjusted his shirt so that his confined wings were secured, "You want me to drive today?"

"Yeah, sure," said Betsy as they both made their way towards the garage, "I could use a break anyways after all the rides I've been giving the girls since the whole sentinel thing has made public transportation a nightmare."

"Tell me about it…" said Warren as they arrived just in time to see Roberto drive off with Tabby, Amara, Jamie, Rhane, and Ray in one of the Professor's many cars while Bobby and Sam sped off on motorbikes.

As they got into Warren's prized red convertible, Kurt appeared in the back seat ready to go and Jubilee ran through the door out of breath from making a mad dash to catch a ride with the rest of the New Mutants, but apparently arriving too late.

"Hey! They left without me!" said Jubilee in a disgruntled tone.

"Relax, they're out of sight now and you'd probably be safer with us anyways," said Warren as he started the ignition, "Roberto may have managed to get his license, but that doesn't mean he's a good driver."

"Hey! At least he's not as bad as Kitty," said Jubilee as she hopped into the back seat next to Kurt.

"True…" said Betsy, still cringing from the last time she was suckered into taking Kitty out for a drive.

As Warren was about to pull out, Kitty ran out into the garage still fixing her hair with a comb, grunting and struggling to get the tangles out.

"Hold on, ugh! I'm here! I'm here!" she said as she climbed into the back and sat between Kurt and Jubilee.

"Let me guess…Phased through the blow dryer again?" said Kurt with a smirk on his face.

"Yeah…I know," grumbled Kitty as she put her comb away and just sank into her seat, "But it wasn't my fault! Rogue, like, totally startled me when she started banging on the door!"

"So what's that now…Three gizmos you fried this year so far?" said Jubilee with a smirk.

"Four…" said Kitty grudgingly as Warren started to pull out.

"Hey vait! Vhat about mein sister? Aren't ve going to vait for her?" said Kurt, stopping Warren once again.

"She snoozes, she loses," said Betsy with a shrug.

"Besides…She'll probably catch a ride with Remy or something," said Warren as he wasted no more time in pulling out into the driveway.

Just as the car left the garage, Rogue stormed out of the door just in time to see them leave without her. Letting out a frustrated grunt, Rogue did not look forward to facing another detention in a school that was already made worse with mutant bigotry.

"Aw dang! Not again…" moaned Rogue.

Just then, another presence entered the garage.

"Dey leave without ya, cherè?" said Gambit with his accented voice as Rogue was once again startled by Remy's sneaky entry.

"Well it ain't like it was mah fault! Kitty was hoggin' the bathroom all mornin' and Ah couldn't find mah gloves!" she said in a fit of frustration.

The Cajun mutant only saw this as another opportunity as he kept up his cocky grin that had come to define him so well.

"Well dat ain't no problem," said Remy in a confident tone as he walked over to his motorcycle which sat next to Logan's and grabbed his helmet, "Remy would be more den happy to give ya a ride."

"A ride from you?" said Rogue, sounding somewhat skeptical, "Why? Ya don't even go to school."

"Doesn't mean Remy can't give ya a ride," said the Cajun as he tossed her a spare helmet, "And besides…It'll get ya there faster and it'll be more excitin' den ridin' wit de others."

As Rogue checked her watch, noting that she was probably going to be late if she tried any other way, she let out a defeated sigh as she took the helmet and strapped it on.

"Fine swamp rat…Ya got yourself a deal," said Rogue much to Remy's approval, "But if this ends up anythin' like that last time ya gave me a ride…"

"Aw come on, cherè…" coaxed Remy as she got on the back of the motorcycle, "Ya can't say dat ya didn't have fun speedin' down dat hill and winnin' dat drag race."

Rogue blushed somewhat at the memory, but thankfully the helmet concealed it, for she didn't want to give Remy anything else to be cocky about.

"Well…Maybe a little," she conceded.

"Dat's de spirit!" said Remy as he revved up the engine, "Now hold on, cherè! Dis is gonna be the best ride to school ya ever had!"

Upon hearing that, Rogue proceeded to securely wrap her arms around Remy's torso, a feeling they both secretly relished in as the motorcycle sped out into the driveway with a roar and passed through the open gates. And even though Rogue probably wouldn't have admitted it directly, she was happy that she could do something like this that felt so close to touching, yet so far at the same time as she simply held on and enjoyed the ride while it lasted.

However, as Warren's car and Remy's motorcycle passed the gate and sped off for another day at Bayville high, none of them saw X23 hiding in the bushes watching them leave or noticed when Phoenix and the Scarlet Witch began following them at a discrete distance on motorcycles of their own. None of them had a clue that they were being closely observed, and if the mutant soldiers of Shadow Cell had anything to say about it…It would stay that way, for their mission had just begun.

* * *

AN: To be continued for now folks! Shadow Cell has a new task to take care of, but they'll definitely have their work cut out for them. And it seems that it's holding a special level of importance for Dr. Essex, but you'll have to read on to find out why! What will Shadow Cell find as they learn about the X-men and the Brotherhood? Stay turned to find out! So what do you all think? How have you been enjoying this new universe I have created? Please tell me! Send me your reviews via email or post them on the website! I hope you all have enjoyed this story thus far because trust me, it's far from over! Thank you all very much for reading and I wish everybody the best!

HEY WAIT! DON'T FORGET TO REVIEW BEFORE YOU GO!


	21. Observations

**Sinister Soldiers  
Chapter 21: Observations**

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* * *

Man, now the reviews are really dwindling! Don't let em stop folks! And for those who did review, here's a quick word to those kind souls!

**Heartsyhawk: **Yay! You're back! I was worried that you had stopped liking my story! I'm sorry to hear that school has been rough. That seems to be the case with everybody and it's really slackened my reviews. I hope it doesn't persist too much. But don't worry, reviews or not I shall finish this story! And trust me, it's going to have plenty of dynamics from action to romance all the way through! It's great to hear from you again my friend and I hope you enjoy what I have planned! Peace out!  
**Mark C: **You're right to be suspicious about Essex taking a more proactive role in the mission. Trust me, that will come into play with the events to come. Magnum will also be a key component of what happens next, but that's still a ways off. Right now, it's all about the mission! And if you want to see what they uncover, then just keep reading my friend! Thanks a ton for the review and peace out!  
**Agent-G: **Hey, it's okay dude. I know it's been rough on you because of your eyes. Thanks again for helping me with that downtime scene in the last chapter. It was good to show Shadow Cell in a more rounded form. With powers like Jean's and plenty of expertise at their disposal, there's definitely plenty of information for them and there's definitely plenty of complications it could lead to, as I'm sure you already know! Thanks as always for the nice review my friend! It's always a pleasure! Stay cool like you always do my friend!  
**Jenskott: **Yep! The worlds of Shadow Cell, the X-men, and the Brotherhood are finally about to cross! But rest assured, there will be plenty of fireworks to come with it! This is only the beginning my friend. There affects Shadow Cell is going to have will be very far reaching in the long run, but you'll just have to wait and see for yourself just how crazy it's going to get! Thanks for your kind feedback and I appreciate all the reviews! It's good to see somebody who still takes the time after everybody seems to have abandoned me. You rock dude! Hope you like where this goes! Peace out!  
**KaliAnn: **Yeah, it's going to be a hell of an adjustment for them since their lives have been militarized to such a great extent. But don't underestimate their training in terms of stealth and skill. It'll definitely be a factor for them as they handle their mission and you'll see that it's going to lead to some pretty major events! But I don't want to give that away just yet. Read on to see where it goes! Thanks as always for the review girl! I can't tell you how much I appreciate it!

Also, a special thanks to: **Quillian, Aaron, X00001, Amazing Redd Phoenix, and Gothik Strawberry.**

Don't forget to review folks! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

* * *

Things hadn't gotten any easier for the X-men at Bayville High since mutants were exposed to the world. School was hard enough for them without the world knowing what they were, but with the addition of constant hazing, taunting, and malicious looks from both teachers and peers alike, it was made all the more difficult for them to make it through the day.

Among the most daunting issues concerning school for the students of the Xavier Institute had to do with their principal, Edward Kelly. He was not a very tolerant man to say the least. Even before the sentinel incident, he was suspicious of the Xavier kids. But now it was even worse as every day brought them more scolds and suspicions glances. In fact, Kelly had been the main driving force behind the move to expel them all from the school because of the danger they proposed. But in the end, the board voted against him and his disgruntled demeanor ever since that decision showed in the way he saw Xavier and mutants in general.

And because of Principal Kelly's seemingly endless strive to make their lives miserable, it was no surprise to them that he was waiting for them as they all arrived at Bayville. Some, namely the New Mutants who had left a few minutes earlier, were lucky enough to avoid him, but those who couldn't were greeted with a rather sour welcoming as they all stuck close as they neared the entrance where Principal Kelly awaited them.

"You're late again," Principal Kelly scolded as Warren, Betsy, Kitty, Kurt, and Jubilee were met at the front door by his unwelcome presence.

"By my watch we still have three minutes before the bell rings," said Warren, trying hard not to sound frustrated by yet another attempt to get them in trouble.

"Yeah, if we're late, it'll be because of you," shot Betsy in response, who was never one who liked to be pushed.

"Don't play smart with me, Ms Braddock…" warned Kelly, "A lot of you have been a little extra flaky as of lately and it's beginning to grow problematic."

"Hey, we've all had, like, valid excuses!" argued Kitty, "Everybody's making it so hard for us here! It's not our fault!"

Kitty's outburst earned her another scold from Principal Kelly as Kurt was forced to hold her back from saying anything that would make it worse.

"Excuses or not, I'm getting tired of seeing the lot of you causing chaos wherever you go," said Principal Kelly in a firm tone, "Now I may have lost the vote that let you all back in here, but you're all skating on very thin ice and I suggest you find time to avoid making excuses because with me…They'll only get you so far. Now get to class…Or else you'll have to work detention into your list of excuses as well."

And with that, Principal Kelly made his way back to his office and left the Xavier students with little time to get to class on time.

"Yeesh! I swear that guy turns into more of a jerk every day!" exclaimed Jubilee as they made their way down the halls.

"I don't know if that's, like, even possible," said Kitty, rolling her eyes as their principal's incessant drive to make their lives at school more hell than they already were.

"Yet he still manages to find vays," said Kurt as he and Kitty headed off in another direction towards their first period class, "Vell, let's not give him an excuse to hate us even more. See you later guys!"

"Later Kurt," said Warren as he and Betsy also went a separate path to their first period class.

Jubilee still followed close by, but her classroom was coming up quick. It was unfortunate for her since she was one of the unlucky few who had a first period class with no other friends from the institute in it, which left her alone to deal with the snide looks and incessant hazing that they all had to endure. The only benefit that had ever come out of mutants being exposed was the expulsion of the Brotherhood, but the rest of the student body seemed more than willing to fill that void that brought many more levels of stress into their lives.

"Oh man…I hope that jerk who sent those death threats to me is out today," said Jubilee as she neared the room with Betsy and Warren still walking by her side.

"Just ignore him, luv…Don't give them any more reason to taunt you," encouraged Betsy.

"I know, I know…But sometimes I just want to…" she began, but Warren quickly cut her off.

"Yeah, I know Jubilee…Believe me, we all do," said Warren, "But try not to let it get to you. Otherwise Kelly will just use it as an excuse to expel every last mutant from the school."

With an exasperated sigh, Jubilee looked at the clock, seeing that she didn't have any more time to stall. Like every other day at Bayville, it would be a struggle, but it was one they all needed to get through if they were to ever make progress between human/mutant relations.

"Don't worry luv, at least you don't have to deal with Duncan," said Betsy, her tone growing distasteful at the immediate mention of her ex.

"Yikes…I can only imagine," shuttered Jubilee.

"Oh no you can't," said Betsy, shaking her head with a slight laugh, knowing the younger girl could never understand how bad it was to have to deal with a real jerk who had a legion of football cronies at his side and a thorough distaste of mutants even though he had unknowingly once dated one.

"Well…See ya," she Jubilee as she waved goodbye and entered her first period class while Warren and Betsy continued down the hall.

They were lucky to have plenty of classes together, which helped with the hazing, but every day at Bayville seemed to bring new obstacles for them to overcome as so much of the student body now feared and hated them much like the rest of the world. So much tension, however, had caused many of the Xavier students to learn to stick together much more cohesively and they came to help each other as they often had to with all the rigors of being mutants in a public school. But as challenging as it may be…It was exactly the kind of undertaking that X-men were made for.

"Do you think it'll ever get better, luv?" asked Betsy as she locked arms with her boyfriend.

"I don't know…" said Warren, full of uncertainty as they made their way down the hall, "I hope it does, but I guess we'll just have to wait and see. High school is hard enough as it is."

* * *

Unknown to the Xavier students, and the rest of Bayville for that matter, Phoenix and the Scarlet Witch had watched the whole ordeal from outside at a safe distance. They had each followed the separate convoys that they all had taken to school at discrete distances on motorcycles and made close observations from what they saw, heard, and sensed from their targets.

When they got to Bayville High, they both converged and slipped into the background while keeping a close eye on each student as they entered the school. The New Mutants were the first to arrive and each one of them was scrutinized in every way they could manage. A few used their powers ever so briefly in ploys of innocent fun, but these displays helped the two mutant soldiers fill in some of the blanks of their data gathering.

Then, as the rest of the institute residents arrived, they stayed outside and in the shadows as they kept a close eye on every one of their actions. Two had arrived on a motorcycle and one had got off to enter the school while the other made his way back to the institute. They took note of their interaction, finding some of what they did a bit interesting since the man, who they found was called Remy, kept flirting with the girl with the white streak in her hair, who Remy called Rogue or cherè at times. Their interaction was peculiar because while Remy 'flirted,' Rogue would seemingly brush him off, yet still flirt back in a more subtle undertone.

It was an unusual display that both Phoenix and the Scarlet Witch had never seen before even with all their training in ascertaining interaction, but then again that was always in a military sense and this was most certainly not that kind of a situation. Yet neither of them commented on it as they parted ways and the others arrived in a nice red sports car and they had watched as they made their way up to the school through a maze of suspicious scorns and taunting gazes.

Then there was the incident with Principal Kelly that pretty much spoke volumes about how mutants were viewed throughout the school. Phoenix had sensed the man's utter distaste of them and had even picked up a few projections from the Xavier kids about wanting to just yell at him for all the shit he gave them. But they had shown considerable restraint and that would be just one of the many facts they would note as they walked along the perimeter of the school, blending in with the surroundings.

"I swear, that Principal of theirs and the Colonel must be related somehow," said the Scarlet Witch to her comrade as they kept themselves conspicuous while observing the overall layout and structure of the school.

"Can't say it would surprise me…" muttered Phoenix in response, "And if his thoughts are any indication, then I'd have definitely blown his head off if I were in their shoes."

"But they all show a great deal of restraint," made the Scarlet Witch in response, "Hinting that they're very inclined to stick to guidelines even when their pushed. Whether it's the school itself or what that Professor of theirs tells them, it's still clear that they're a group willing to conform and make sacrifices even at the presence of unfairness."

"Definitely a pacifists mentality," concluded Phoenix, "But there's still plenty more to learn…We just have to wait to see them out in the open again. Until then, see if you can link up to the camera system while I try to filter through their thoughts."

"Did that telepath of theirs get suspicious at all?" she inquired, knowing that the telepath could blow their cover even at the slightest hint.

"The one with the purple hair? Please…" scoffed Phoenix, "She's good, but not even in the same league."

"I'll trust you on that one…But what about the others?" asked the Scarlet Witch as she pulled out her handheld and began seeking a signal for her to tap into whatever she could using the close proximity of the school to her advantage.

"Well Dr. Essex said that going into the school would be a bad idea…So I guess we'll just have to stake the place out for now," answered Phoenix as she and her comrade continued to move along the area not far from the school where there were a few benches for them to rest at.

As they continued to blend in, staying close to the school, but not too suspicious, the two young women that had spent the better part of their lives as soldiers of Shadow Cell took a moment to see a part of the world that they had never experienced before. Shadow Cell was such a huge part of their lives now that many of the memories they had before they joined had faded into incoherence. All the dangerous missions they had gone on and the rigorous training that they had endured every day since joining had engraved them in the mindset of a soldier. It was so hard for them to even ascertain a life other than that of a soldier since many of their past memories were things they'd rather forget anyhow. Yet in simply watching how regular people their age lived and worked in a world that was so much more complicated than they could possibly imagine, the two mutant soldiers couldn't help but watch and wonder.

"So this is school…" said the Scarlet Witch as she continued to work her handheld around some of the weak computer security that the school had implemented, "I have to say…It's different than I had imagined."

"Yeah, I know…" said Phoenix as she kept her mind focused on the mutant targets that now resided within the walls of the school, "I don't remember any of my school experience…Then again, why would I want to in the first place?"

"I never even went to school…My father saw to that," said the Scarlet Witch in a dark tone.

"It sure doesn't sound like we're missing much," said Phoenix as she rummaged through a few incoherent thoughts, "Besides, a lot of the minds I'm sensing don't come here to learn in the first place."

"I thought that was the main purpose of school though," said Scarlet Witch in response.

"It is…But that doesn't mean everybody follows that," said Phoenix as she began looking curiously at some of the thoughts that dominated the mentality of the whole place, "Everybody here seems to be present more out of obligation than desire. They fear for their futures if they don't get whatever education they can and seek to establish themselves here in an image they are only beginning to develop. And it's not just learning…They all use this place as a medium to of their social lives, making acquaintances, and 'hooking up' as so many often describe. Even in our targets, I can already sense a few of them are a bit closer than others. The winged guy and the purple haired girl are both romantically involved, that German boy and that little brunette seemed pretty close, and then there were those two on the motorcycle."

"Yeah, that I still don't get…" said the Scarlet Witch as she thought back to that rather unusual scene, "I mean, are they romantically linked or not? They seem to be drawn together and pushed apart at the same time."

"I don't know, some of these people are strange to say the least," said Phoenix with an exasperated sigh, "Let's just keep with the mission and try to figure it out later."

"Right…And thanks to a little creative hacking of this pathetic security system, we'll know their moves both inside and out."

Knowing that they had their work cut out for them, both Phoenix and the Scarlet Witch fell silent as they completely focused themselves on their job. They had already found a few interesting things in the course of their observations, but there was still so much for them to uncover and they would have plenty of time to do so as the mission progressed. Yet even as they remained adamantly concentrated on doing their duty, a part of them couldn't help but wonder just where all these findings of theirs would lead.

* * *

Back at the Xavier Institute, things entered a relatively calm and quiet state with all the students gone. Remy returned from dropping Rogue off and chose to pass the time shooting hoops on the basketball court that the New Mutants would often hog when they were around, Hank used the opportunity to work on making some of his many adjustments on the institute training area which had been aptly named the Danger Room, Ororo used her time to tend to her garden which she had so thoroughly grown over the years, and Logan took the time to work on his beloved motorcycle in the garage.

However, despite this calm state, the institute was being thoroughly watched by X23, who had carefully concealed herself among one of the many trees from a distance as she watched through long range binoculars and listened through a high tech electronic microphone at the sights and sounds of the Xavier institute. It was a pretty quiet scene for her, but her mind remained in a state of intense activity as she observed and took in every conceivable detail about this strange place and the people who dwelled within it.

For a school/mansion, X23 had to admit, this facility had a quite a security system. There were cameras, motion sensors, concealed gun turret, and armor plated lockdown mechanisms on every entryway. It was a defense that many military bases wouldn't mind having, yet it was still not enough to keep her from carrying out her mission.

As good as the security was, it was far from sufficient to slow her down. She had easily smelled the ozone of the infrared sensors and detected the camera that closely watched the area. It was easy for her to snake her way through the blind spots and set herself up in a tree with a good view. There, she simply used what tools she had to find out as much as she could about whoever these people were. But in order to avoid detection, she made sure nothing would alert anybody to her presence. She concealed her scent with a specially formulated spray that Shadow Cell had concocted for her that would keep any nosy animals from alerting anybody, she smeared her face with dirt to make her skin blend in with the background, she implemented her powerful mental shielding to avoid psychic detection, and she memorized every single aspect of her surroundings in order to make sure she stayed alert, aware, and completely concealed.

At first she hadn't seen anything too interesting. She simply made note of how the facility was secured and what kind of systems were implemented to prevent intrusion. She also took in the overall layout of the facility from the back yard pool to the front gates, taking into careful consideration that in the mission protocols they were told that there were suspected underground facilities below the surface of the mansion. However, aesthetics aside, the former living weapon managed to get a pretty good feel of how the Xavier Institute was situated. However, it was the people that dwelled within these walls that garnered more interest.

The first few people she saw didn't draw too much suspicion. She made note of one Remy Lebeau as she played some strange sport she had never seen before with a ball and a basket. His movements were easy, smooth, and confident, hinting to her that he had some agile skill and fighting experience, which was not a surprise since the protocols said he was a suspected former thief.

In addition to Remy, X23 also saw Professor Xavier and Beast sitting upon a second floor balcony playing a game of chess while drinking tea and chatting casually. The sound of their voices gave off the impression that they were both smart, intelligent men and the way they talked hinted that their intellect was quite refined. She didn't even know half the words they were using in their conversation, but nevertheless, it said enough to her that these men were not ignorant or irrational by any stretch of the imagination, yet she remained vigilant as she shifted her sights towards the driveway where X23 was met with a sight she had never expected.

The sound of Logan revving up his motorcycle to check the engine filled the air and could be clearly heard even without the use of a microphone. To him, it was like music to the ears as a cluster of tools crowded the area around his prized bike and it seemed to ease his nerves as he began making a series of adjustments, completely oblivious to the fact that he was being so closely watched.

X23 didn't know why, but for some reason she found herself immensely drawn to the sight of the burly man in the driveway. Then suddenly, a strange surge of tension shot up through her body and a wave of fury consumed her mind as she tightly gripped her binoculars and took deep breaths to contain the sudden rush that had inexplicably taken hold of her. Thankfully, the years of training and discipline helped her to contain these strange feelings as she looked on with more intent.

"Damn it…" she muttered, "I can't see…Have to get closer."

Driven by the inexplicable emotions that had flared up within her, X23 leapt across a series of branches until she settled upon a better vantage point to observe the burly man while he continued doing work on his motorcycle. Once she had a clear view, his features came into focus. Taking out her handheld, she matched his picture with the one that was pre-loaded into the database. It was the mutant they called Wolverine…And she knew right then and there who she was looking at.

"It…It's him," she said to herself, "It's really him…Weapon X."

She couldn't believe she had been kept in the dark about something like this…She couldn't believe nobody at Shadow Cell had told her. It was him…Weapon X in the flesh…The one whose blood flowed through her veins….The one whose image she was created in. A wave of emotions filled her mind like anxiety, shock, and anger…But still, one underlying emotion overshadowed them all…One she could not explain or even begin to contemplate as she watched the man who was responsible for her existence. It was as if she was linked to this man…Linked in a way that made her feel so strange…So confused…And so inexplicably torn on the inside.

Then, while X23 was struggling to ascertain the profound moment she had stumbled into, a new presence suddenly joined Logan as he continued made his adjustments on his motorcycle. Quickly, X23 grabbed the microphone to listen in.

"You never quit with that thing, do you Logan?" said a rather humored Ororo Munroe as she stepped out of the garage into the warm sunlight and approached her burly friend as he continued to fine tune his motorcycle.

Logan had smelled her all too familiar scent coming and simply flashed her a wolfish grin as he grabbed a dirty rag and wiped some of the grease off his hands.

"Well you have your garden, I have my bike," said Logan as he stood proudly before his Harley, "Everybody's got their own way of unwindin' from all the shit this world keeps throwing at us and for me, gettin' my hands dirty and listenin' to this baby purr is enough to keep me sane no matter how fucked up things get."

Ororo couldn't help but laugh at Logan's rather poetic assessment of how he chose to unwind. In a way, it seemed rather fitting for a man like him, but no matter what the case may be, the burly Canadian never was one to make any qualms about who he was and that's one of the things Ororo had always admired about him. She always had to maintain some level of control because of her powers, but Logan knew how to just let loose and be free no matter what the state of the world was.

"And they say you have no depth," she said to Logan as she looked at the well kempt bike he took so much pride in.

"Ain't got nothin' to do with depth," said Logan shaking his head as he sat on his bike and revved gave the engine a quick rev to check whether the adjustments he made had done what he had hoped, "It's got everything to do with just lettin' loose an' bein' free…"

As he gave the sound of the engine echoed through the air, a look of triumph fell upon Logan's face. This free, unabated side was something few others saw, but Ororo was one of the lucky few who he was comfortable showing it to.

"You really are an animal at heart, Logan," she said with a grin as she watched how happy and content he looked upon successfully finishing what he had hoped.

"You know it darlin'!" he said with a wolfish grin, "Then again, ain't that what ya like about me?"

Ororo laughed again, but her smile did not fade as she watched Logan wipe off some of the chrome on his bike, making sure it had that perfect shine.

"Well I am from Africa, mind you…So I'm used to being around animals," she joked.

"Any of em ever match up to me?" he said with a grin as he put his tools away.

"Not that I can recall," she said, causing the grin on Logan's face to only grow wider.

"That's because I'm the best at what I do," he said in his deep, burly, confident tone.

"I won't argue that…" said the beautiful African woman as Logan once again revved up the engine.

The warm, sunny day was perfect for riding and Logan looked ready to head out and enjoy it. Yet he still couldn't escape Ororo's gaze at it maintained a firm hold on him. Her smile was one of the few things that could make him forget some of his dark history or the fact that he didn't even remember most of it. Back in her homeland of Africa, Ororo had been revered as a goddess and in all the years Logan had known her and been friends with her, he could see why.

"So if you're done in your garden and I'm done with my bike…" said Logan as he spoke over the smooth hum of his motorcycle, "Wanna take a ride?"

"On your motorcycle…Right?" she said with a smirk.

"Hey!" said Logan, not expecting that and actually blushing somewhat even though it didn't show through his thick facial hair, "You got a dirty mind Ro!"

"Well you said it yourself…Sometimes you just have to let loose and be free," she said, trying hard to keep herself from laughing, "As for the ride…Maybe some other time. I still have a few things left to do in my garden."

"Suit yourself darlin'," said Logan, feeling a bit more disappointed than he was willing to show, "But someday…I'm gonna make sure you experience at least one ride on this baby. Trust me…Once you try it, you'll wonder how ya ever lived without it."

"We'll see, Logan…We'll see," said Ororo as Logan flashed her one more wolfish grin before he kicked his bike into high gear and sped off down the driveway and onto the main road.

Ororo just stood there smiling even after he was long gone, shaking her head in amusement as she thought about how every conversation with Logan was an adventure. Yet as she made her way back into the mansion, neither she nor Logan had known that X23 had seen the whole thing.

'What the hell was that?' she thought to herself as she put her binoculars down and gave her mind time to process what she had just seen.

It had been a strange sight to say the least for the former living weapon. When she first saw Logan, it had brought out an inexplicable wave of emotions that made her feel both angry and calm at the same time. She had just seen the man whose blood created her…She had smelled his scent and seen him interact. From the early days at Hydra, she knew that she was created from the blood of the original Weapon X. Yet she had never seen him face to face or even knew what he was like. Now she knew…Now she had seen for herself.

The anger and tension that had originally consumed her soon gave way to confusion and bewilderment as the strange connection she felt with the man who was responsible for her existence began to overwhelm her. She had never felt this way towards anybody before and she had gone head to head with some of the most bloodthirsty people on the face of the planet. Yet only before this man…She had flinched…She had faltered…And she didn't know why.

Then there was the scene with the beautiful mysterious woman. She knew her name, Ororo Munroe, from the protocols, but she hadn't anticipated seeing her interact with Weapon X like that. It was strange, but it was almost as though she was…Close with him. The way she looked at him and the way he looked at her was a true enigma…Yet she had seen it before. That look greatly resembled the way in which Scott and Jean would look at each other…As if they were somehow connected on a certain level which she could not yet ascertain. Vincent and Wanda had also shown the same…Except they were more discrete about it for reasons which she could not understand. It was as if something was clearly there…Yet they weren't willing to admit it.

What were these emotions she was feeling every time she looked at this man? And what were the emotions that she had just seen him enraptured in when he talked to this mysterious woman? She had never known that much about emotions, so there were no easy answers for her. She would only find out more through further observation as she once again settled in and continued to carry out her mission…Only this time, there was more to it than she ever could have anticipated.

* * *

Phoenix and the Scarlet Witch had been observing and surveying Bayville High for four hours now as they kept with their mission objectives and gathered as much as they could with the factors that they had to work with. It was difficult in such a crowded, public setting, but they managed to blend in by continually moving and keeping their actions unnoticeable from any prying eyes. The outside of the building was usually quiet and inactive, but whenever a bell rang, it would get more interesting as the maze of students scrambled to their next class.

In observing each facet of their targets' movements, the two mutant soldiers made note of many other aspects about the area as well. The Scarlet Witch kept a close track of the overall layout of the building and how it was all designed for efficiency. Some classes would be in some areas while others were grouped together in different sections. It was kind of like how Shadow Cell HQ was organized, only not nearly as elaborate. She also kept track of the overall movement of the students and how they interacted. Yet for someone who had been living under a strict, ardent regiment for the better part of her life, both she and Phoenix were somewhat baffled at how chaotic it was. Everybody was allowed to just socialize and frolic while interacting with each other in a multitude of ways that neither of them quite understood.

Yet such mysteries were not a part of the mission and neither had time to really consider them as they kept their eye on the targets. Phoenix kept a close track of their minds, taking into consideration each thought and projection they had as a vital piece of possible data. She made note of who was romantically interested in who, how they thought, and a plethora of general insight as to what made these young mutants tick. Both she and her comrade made careful notes the whole time, yet it was difficult not being able to enter the building. Then, as the lunch hour came for the vast majority of the school, Phoenix and the Scarlet Witch were given a good opportunity for more direct observation as the X-men met outside to eat their lunch at a table near some trees where the two mutant solders easily concealed themselves behind as they listened in on the unsuspecting mutants.

"Geez Kurt, like how can you eat all that?" said Kitty as she saw him take out an oversized sandwich that he had brought with him for lunch.

"Hey, I can't help it if I have a hyperactive metabolism," said Kurt as he took a big bite into his sandwich.

"Well go slow this time man…We don't need you choking again like last time," said Warren as both he and the others ate more modest lunches.

"Yuck! Like, don't remind me," said Kitty as she rolled her eyes and focused on her lunch as well.

"Oh come on, Kitty. It wasn't THAT gross," said Bobby, thinking Kitty was just overreacting as she so often tended to do.

"Yeah, you just have a weak stomach," added Jubilee, "All that vegetarian food will do that to you."

"Hey, don't mock the vegetarian lifestyle Jubilee," said Kitty in her defense, "It's, like, way healthier than eating all that meat that just clogs your arteries anyways."

"Are you kidding?" said Betsy with a hint of sarcasm in her tone, "I couldn't live without meat. Sometimes even the best of us need to enjoy the simple pleasures of the nice unhealthy taste of a hunk of greasy meat."

"Amen to that!" said Kurt in agreement as he took another big bite of his sandwich.

"Like eww!" said Kitty, shuttering at the thought, "Do you even, like, know where that meat comes from?"

"Yeah, but that doesn't make it taste any less delicious!" made Bobby.

"Hey, a dead snake could taste like a cupcake, but I'd still never eat it because it's just gross," said Kitty, hoping to get her point across that she was an ardent vegetarian and she wasn't going to quit anytime soon.

Then, as the rest of the table began to engage in casual conversation, Phoenix and the Scarlet Witch kept up with each gesture and action that gave them more insight into each one of them. Warren, Betsy, Kurt, Kitty, Bobby, and Jubilee were present, but the others were nearby with the exception of Rogue, who was eating alone and reading under a tree. It was a rare opportunity for the both of them to watch and observe them directly while using their keen observation skills to decipher the inner workings of each person.

"I can't believe that little brunette girl," commented Phoenix as she and her friend and comrade watched the group of young mutants interact, "What's she have against snakes? They taste great dead or alive and I doubt she's ever even had one before."

"I don't know, some of these people are just weird," said the Scarlet Witch in response, "I don't get why someone would give up meat just because of where it comes from."

"I know," said Phoenix, shaking her head at such an obtuse notion, "I swear that girl wouldn't last a second in the Congo."

"I don't doubt that…Hell, I don't think any of them would," made the Scarlet Witch as she continued to watch their interaction, "They're all so superficial and ignorant that I can probably guess their faults without any psychic help."

"Oh really? Prove it," challenged Phoenix as she kept her clandestine psychic channels open.

"Okay then…Take that girl who won't eat meat," began the Scarlet Witch, "Look at the way she dresses and the way she talks…Definitely signs of an overall affluent life. She never had to worry about mundane problems so she concerns herself with things that she feels give her personality depth."

"Hmm…Not bad," said Phoenix as she checked her comrade's observations with some of the projections she picked up from the young girl known as Kitty Pryde.

"Oh I'm just getting warmed up," said the Scarlet Witch confidently, "Look at that girl with the purple hair. Clearly, she stands out in a crowd and she uses that perky dress sense of hers to attract attention, yet she scoffs at that attention because she craves respect instead. And if her words are any indication, I'm guessing she's cynical by nature, yet serious in practice…Probably why she's involved with the guy with the blonde hair because his stiff, yet subtle demeanor also speaks volumes of his insecurity, so he tries to balance himself out with the rigors of leadership since it gives him an excuse to forego any sense of arrogance he probably has."

"Impressive…" said Phoenix as she looked back at her comrade, "Okay…What about the younger boy with the brown hair?"

"He's easy," said the Scarlet Witch with confidence, "He clearly loves fun, so he's probably a mischief maker. That Asian girl next to him likes to laugh a lot, so I'm guessing she's probably attracted to him. The same goes for the German boy and that brunette."

"That one anybody can see…" said Phoenix, who had clearly sensed the thoughts they were projecting all too loudly and determined that almost from the beginning, "What about the girl under the tree?"

"The one with the streak in her hair?" said the Scarlet Witch as she shifted her gaze to the girl sitting a ways from the tables and under a tree, "Easy…The appearance tells everybody to keep away, yet at the same time she's reaching out. She's isolated because she's torn with those powers of hers we heard about earlier and she puts on an angry, this-world-sucks demeanor to hide how she really feels about what she's cursed with…Trust me, I know the feeling."

"Tell me about it…" said Phoenix, reflecting upon how she used to see her powers in that negative light as well up until she joined Shadow Cell.

"It's all just so clear for anybody to see," said the Scarlet Witch as they both went back to their observations, "But I guess people are just too damn superficial out here."

"Superficial…Or just plain oblivious…" added Phoenix as they both fell silent again and continued to listen in on their interaction.

Whether they knew it or not, the mutants of the Xavier Institute continued to give the two soldiers of Shadow Cell mountains of data with each action they made as they continued to casually chat. Lunch was usually the best time for them to stick together in a school filled with anti-mutant bias and it had been a good way for them to support each other when the going got tough. Yet the more that Phoenix and the Scarlet Witch found out about them, the more mystery they seemed to uncover as they touched on so many different topics.

"So Kitty…Have you given any thought as to who to ask to the Sadie Hawkins dance now that you're free from old rock for brains?" asked Jubilee.

Kitty shifted uncomfortably in her seat at the mention of her ex, but didn't side step the issue even thought that had been her custom since her rather harsh breakup with Lance Alvers.

"I…Don't know if I'll go this year," said Kitty, taking a moment to consider her options now that she was single and a mutant in a school that already hated them, "It's been, like, so exhausting with everything that's happened since the sentinel thing and, well…"

"Oh come on, luv," said Betsy with an exasperated tone, "Don't tell me you're still hung over that guy. He was a certifiable jackass!"

"Yeah, she's right Kitty," said Bobby in agreement, "Every time I saw you two together, all you did was argue."

"Add to that…He was a member of the Brotherhood, Kitty," said Warren in a slightly more serious tone, "You can't honestly say it would've worked out in the long run…Especially now. And besides…You deserve better than that asshole."

"Easy for you to say," retorted Kitty, "You've already got a girlfriend and a date to the dance."

Both Betsy and Warren just looked at each other and shrugged. They couldn't deny it was easier for them since they were already together, dating, and serious. Hell, the only thing that had surprised the others was that they didn't hook up sooner and it had been nothing short of a relief to see them finally get their act together in wake of the sentinel incident. But still…It didn't help Kitty all that much with her relationship dilemma.

"Ja…And besides, I don't think you should be trying to give her too much advice in that matter mein friend," said Kurt in agreement with Kitty, "Remember the so called 'advice' you gave me vhen I asked Amanda out to that vinter dance?"

"Oh, you mean the one where he told you to show up at her house dressed in a suit with a bunch of roses singing corny boy band music?" said Bobby with a snicker.

"Don't forget the pickup lines…" grumbled Kurt, "My face still hasn't stopped stinging from slap in the face they earned me."

A round of laughter erupted around the table and Warren somewhat sank at the memory. He remembered how Kurt had come to him, a rich, handsome, and confident guy who never had problems attracting women, for advice on asking a girl named Amanda to the winter dance. Add to that, it was during a time when he was still struggling with his feelings for Betsy. Needless to say, his advice didn't exactly go over well and Kurt was still not happy about it, but even despite repeatedly apologizing for it, Kurt still brought it up much to his dismay.

"Guess I know who NOT to turn to for romantic advice in the future," said Jubilee as the laughter died down.

"Yeah, yeah…Mock my keen insight to women if you must," said Warren, rolling his eyes.

"We are!" said Bobby who couldn't keep himself from laughing more.

"Oh come on guys," said Betsy in her boyfriend's defense, even thought she had found it funny herself, "He has to have some decent romantic knowledge if he's got a girlfriend!"

That helped make the winged mutant feel a little better as Betsy took his hand and gave it a gentle squeeze, letting him know that despite what they others said, he knew how to win a woman's heart. Yet as the laughter died down, suddenly…A new sight caught their attention as well as the attention of their unseen observers in the trees.

"Uh oh…Don't look now, Betsy…But Duncan's heading this way," said Kitty as she saw the blonde haired jock and his posse exit from the lunch room and make their way over towards the picnic tables.

"Duncan!" said Warren, who still harbored a thorough distaste of the jock who once dated Betsy, "I thought he was suspended from that thing he pulled on us with the Brotherhood!"

"I guess Principal Kelly overruled it…" grumbled Jubilee.

"Shit…He's coming this way," said Betsy as she started packing up her things and prepared to get as far away from her ex as possible.

Over in the trees where Phoenix and the Scarlet Witch were still watching them, the fury of activity quickly sparked their curiosity as they diverted their attention to the blonde haired jock known as Duncan and his crew.

"God damn it!" cursed Phoenix, "That prick is going to ruin our work! If they go back inside, we can't follow!"

"Guess we'll just have to do something about it then…" said the Scarlet Witch as she saw an opportunity to circumnavigate this little roadblock.

Over with Duncan and his football buddies, they clearly had their sights on the table with the Xavier kids. Yet for the star quarterback, his focus was more on that of his ex, Betsy Braddock and her new boy toy, Warren Worthington III. He had always been rivals with Warren and had even picked a few fights with him, but now the balanced had been tipped in his favor because the whole school was weary of them and the mutants of the school were already on thin ice with Principal Kelly and the school board.

"There they are…" said Duncan to his buddies, "I can't believe they've actually lasted this long."

"Yeah, but they'll crash and burn man," said one of his buddies, "With all the shit Principal Kelly's been giving them, they'll probably be out of here by the end of the month."

"That's still not soon enough…" mused Duncan as they passed through a maze of crowded tables as they made their way over to the X-men.

"So then, what are we gonna do about it?" asked another member of his posse.

"Easy…We're going to help speed up the process," said Duncan with a mischievous grin, "Just watch and learn my friends and you'll see how…"

But before he could finish, something happened that cut him off in mid sentence. Suddenly, as if by some freak force of nature, Duncan's shoelaces were untied and he clumsily tripped over his own feet, sending him falling to the ground up against one of the tables. And as luck would have it, he fell upon a table where a couple of uneaten lunches splattered upon his face and all over his prized jacket, turning him into a walking fruit salad.

Both Duncan's posse and curious onlookers burst out into laughter upon seeing Duncan's misfortune as he got up and tried to get the food off his jacket. The table with the Xavier kids laughed the loudest as Duncan started cursing and yelling at his friends for tripping him while they tried to hold their hands up in defense. Yet no amount of defense could stop Duncan's arrogant temper, for he ended up chasing his friends back into the school still yelling and cursing at them.

"Like, finally! Some good luck for a change!" said Kitty, still laughing along with the others.

"I know! Seeing that crazy ex of mind all angry and embarrassed almost makes up for all the shit he gave me when we were dating," said Betsy who had been laughing the loudest.

"Yeah…Almost," said Warren, who wanted to truly commit that sight to memory.

"Man, Duncan makes a fool of himself…What are the chances? Someone must have been looking out for us with that bit!" said Bobby as he and the others settled back in for the rest of their lunch period, taking this as a sign that things were looking up for them.

Over in the trees, Phoenix looked back at the Scarlet Witch with a curious gaze, wondering just how good the chances were and if somebody who had mastered the art of probability had been behind such an occurrence.

"What?" she said, "The protocols state that we are to do whatever means necessary to carry out the mission. And if that prick had come along and scared them off, we wouldn't have been able to keep observing them. They can't chew us out for that."

Phoenix just let out an exasperated sigh, knowing she was right on many levels, but the Colonel would probably not be so understanding if he found out. But nevertheless, her little interlude had done its purpose and kept the Xavier kids where they were for further observation. Protocols aside, they still had a mission and that was what mattered most to them.

"I hope you're right…But they'll probably find ways to do it anyways," said Phoenix as she and her comrade went back to observing their targets, working carefully so as not to miss any detail of anything that might help them in the further ascertain the strange nature of these truly unique individuals.

With activity at the school nearly constant and with X23 finding more than she ever could have imagined at the institute, Mayhem and Cyclops were left to observe the Brotherhood. However, as it turned out, these mutant misfits were nowhere near as groundbreaking or mysterious as they had previously thought.

* * *

The Brotherhood boarding house did not have any of the elaborate security that the Xavier Institute enjoyed. It was pretty much a big, isolated house off the back roads surrounded by trees and fields. The whole area was scarcely populated and the nearest human presence was nearly a mile away down the road, leaving the two mutant soldiers plenty of places to hide and do their observations. The security was so poor and the location was so open that Mayhem was even able to do a few flybys overhead to get a general layout of the area and take a closer look at each target. Yet what they found wasn't anywhere near what they had expected.

"Damn…The protocols said these guys were the greatest threat," said Mayhem as he and Cyclops stayed concealed in the trees, looking at their targets through long range binoculars and listening to them with electronic ears, "But near as I can tell, they're no more threatening than a bunch pack of wild dogs."

"Tell me about it," said Cyclops in agreement as he did a quick check of all the data they had gathered about the five mutant inhabitance of the house and added a few more things to it, "Some front for future human/mutant conflict. These guys probably couldn't lead a pack of rats to a mouse trap, less alone an all out rebellion."

"Yeah, they're more like outlaws rather than soldiers or students," said Mayhem as he watched through his binoculars at yet another fight breaking out between the short, green skinned kid and the tall, dark haired guy who made things rumble whenever his temper got out of hand, "They don't want to live by anybody's rules other than their own, so they fight against those who conflict with that mentality."

"Probably explains why they never went to Xavier's," concluded Cyclops, "But outlaws or not, it's clear they don't think too highly of regular humans. They may be a bit renegade, but they sure as hell believe that mutants are superior…It shows in their behavior."

"But the real question here is…Who's pulling the strings with them?" said Vincent as he did a quick check on the oversized, obese mutant they called Blob, who had been sitting on the couch watching TV and eating for the last hour, "I mean, it's clearly not the shape shifter."

"No, she's a wild card here…" said Cyclops as he looked up at the slightly veiled window of Mystique's room to see her continually pacing back and forth for some reason, "It's clear she's following somebody's orders…Otherwise, I doubt she'd be there. But from what I can tell, it doesn't look as though she's acting out of her own free will."

"I wouldn't blame her," said Mayhem as he heard yet more yelling from the white haired mutant as he yelled at Lance and Todd to keep it down, "Besides, doesn't she have two kids who are with Xavier?"

"Well that's what the protocols say," said Cyclops as he did a quick check to make sure.

"So then…Why is she on the opposing side to her own kids?" wondered Mayhem, feeling as though something about this didn't add up, "Is she really willing to fight against them?"

"I'm not sure," said Cyclops as he marked off a few movements of the four boys as they continued to fool around downstairs, "She doesn't seem to follow the same mentality as the boys, but she's definitely a twisted personality…That much we can be certain of."

"Maybe that comes with being a shape shifter," suggested Mayhem, "The intelligence did say that she's suspected of having multiple identities."

"Identities have little to do with mentality, Mayhem," said Cyclops in response, "Not in this case…But we'll have to keep a close eye on her. Sometime tells me there's more to her than just her affiliation."

"I don't doubt that…" mused Vincent as he shifted his attention up to the shape shifter, who was still pacing impatiently as if she were waiting for something.

The two men fell silent once again, simply taking in the sights and sounds of the Brotherhood. They had already managed to ascertain most of their names and powers, yet a few remained unclear and the data they had started off with simply required confirmation. Yet the more they listened in, the more they were sure that the Brotherhood held the most threatening of ideology. The belief that they as mutants were superior to all others was a dangerous idea that had closely resembled the kind of radical groups they had fought against in past missions all over the world.

Then, Mayhem kept a close watch on Mystique, Cyclops kept his sights on the lower levels with the Brotherhood as they all seemed to gather in the living room to watch TV. Then suddenly, Cyclops heard something through his electronic ear that sparked his attention.

"Hey come on Pietro! We've seen that episode seven times already! Let's watch something else," said Toad, not knowing what he had just given the two shadowy observers.

Immediately, Cyclops pulled out his handheld and marked what he just heard.

"Mayhem, I just had confirmation of Quicksilver's identity," said Cyclops as he took a few notes, "Apparently the intelligence was right…His name is Pietro."

"Pietro…Where have I heard that name before?" said Mayhem, feeling as though that name sounded eerily familiar.

Mayhem was tempted to sift through his photographic memory to seek out where he had heard that name, but he remained adamantly focused on his mission. Such a thought of that name, Pietro, would linger in the back of his mind for the rest of the mission. And part of him said that he had heard that name from Wanda at one point…But no…It couldn't be…Could it?

Suddenly, his attention was diverted from his lingering thoughts of that name as the actions of the shape shifter suddenly changed.

"Cyclops! Look at this…The shape shifter's doing something. I think she's talking on the phone," he said to his comrade as they both directed their high powered microphones towards the window and tuned them to listen in.

"Great…Maybe we can finally get some answers as to who the hell is pulling the strings around here," he said as they both listened in.

Up on the top floor of the boarding house, Mystique had answered a phone call she had been anxiously waiting for. It was around that dreaded time again when Magneto would call for an update on the overall status of things, but as of lately, every report only served to sour his mood even more than it already was. And this one was no exception, for things just kept getting worse and worse for her with every tidbit of data she gave him and for some reason, she would always end up the scapegoat.

As she had suspected, Magneto hadn't been happy to hear what she had to say and a round of shouting on his end quickly ensued. Yet unknown to her or Magneto for that matter, Cyclops and Mayhem were eavesdropping on every word…But only a few really stood out to them as they unknowingly conveyed a few vital bits of data.

"Well I told you it would take time, Eric!" yelled Mystique into the phone, "The school board cannot be easily swayed…Especially after that stunt in the parking lot they pulled which I had to pay for!"

"I didn't ask for excuses Mystique…I asked for results!" said Magneto in a firm tone of voice in response, "And so far, you have NOT delivered."

"I'm trying! Can't you see that? It's been too rough with both the sentinel incident and that parking lot bit still fresh in everybody's mind!" she argued.

"Trying is not good enough Mystique…" said Magneto in a dark tone, "No matter how rough it may be, I expect you to pull through by any means necessary. Now I know you've been strict about not crossing certain boundaries…But believe me, it would be in your best interests to set them aside for now…Because I will not tolerate failure. And you know the consequence of failure…"

Mystique was forced to calm herself down as she closed her eyes and rubbed the sore temples on her head, wondering how she ever managed to put herself in a bind like this. Yet despite her distaste of his insinuations, Mystique knew who she was dealing with…And for anybody who valued their health, it was not a good idea push this man in any way that would give him an excuse to punish them.

"Yes Magneto…I know," she finally said after a brief silence, "I'll do it…I just need time."

"See to it that you do…You're already starting to try my patience."

And with that, the conversation ended and Mystique was left to heed the master of magnetism's warnings.

Yet outside, that last line of hers spoke volumes more than she ever could have imagined as Cyclops and Mayhem eagerly took out their handhelds and took down the name of the man behind the Brotherhood and the opposition to Xavier's dreams of peace…Magneto.

"We got it…" said Mayhem, knowing this data would be crucial, "We finally know who's pulling the strings."

"Yeah, and if that phone conversation is any indication…This Magneto character is not a nice guy," said Cyclops as he marked the name in his handheld for their next report, "Who knows…Maybe we'll get a chance to meet him in the future and see just how mean he can be."

* * *

AN: Well there you have it! Shadow Cell is now a shady part of the X-men's world even though they don't know it! They found a lot in this chapter, but stay tuned to see just where these findings will lead them and what kind of impact they'll have. Trust me, this is just a taste of what Shadow Cell will encounter to further complicate their lives. I know there were some changes in the world mentioned in this chapter, but keep in mind that this is an AU and there's still plenty more of it to come! So what do you all think? Do you like this little universe I've created? Please tell me! Send me your reviews via email or post them on the fanfiction website! Thank you all very much for reading and I wish you all the best!

WAIT! WAIT! PLEASE REVIEW!


	22. Interpretation

**Sinister Soldiers  
Chapter 22: Interpretation**

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Come on people, take the time to REVIEW! And for those who did review, here's a quick word to those kind souls!

**KaliAnn: **Wow, I'm you're hero? I'm honored! Thanks Kali! I'm glad you liked how I handled the observations. Now it's time for the interpretations! Be prepared for a few twists because it's sure to have an impact later on! And if you liked the X23 part last chapter, that continues here as well. As always, thanks for the sweet review! I really appreciate it girl! You rock! Peace out!  
**Agent-G: **Yeah, thanks for catching that. I fixed it! And the Logan/Ororo scene was really fun to write…But it was made all the more sweet with X23 secretly watching it! As for the Amanda bit, you know I'm trying to make this a Kurt/Kitty fic and without Scott in, I figured that Kurt wouldn't get the kind of advice he would have otherwise with Scott in the show. I'll revisit that later on if I have to, but that's just to show some of the difference in this universe with the absence of a few key characters. Glad you liked observation scenes my friend! Now it's going to get interesting…But you already know that, so I won't remind you! Hope you enjoy it my friend! Thanks as always! Stay cool like you always do! You rock! Peace out!  
**Simba317: **Wow…I mean, just…Wow. A review like that has to be a record of some sorts! I know it's the longest one I've ever gotten, that's for sure! Thank you SO much for taking the time to review both chapters! With the lack of feedback I've been getting lately, it was a welcome sight. I'm glad you like how I went about the details of the briefing and the protocols and I had a feeling you'd be fond of the Rogue/Remy part. Showing those two together in this new universe has definitely been fun, but rest assured…They'll play a much larger role down the road! So stay tuned to see how things between them come together! Aside from the Romy, I see that you enjoyed the Ororo/Logan bits as well. They're my second favorite couple for a reason and that last part was a blast to write! In regards to the Brotherhood, rest assured they will play a significant role as well, so stay tuned to see how that pans out! Again, there's no way I can thank you enough for the fantastic review you gave me! It was a real joy to read and I'm honored you took the time to write it! You totally rock my friend! Thanks! Peace!  
**Howlerdrode: **Yay! You're giving my story a second chance! Thank you so much my friend! What made you change your mind? I'm glad you're back! And I hope I can hold your interest this time around!  
**Jenskott: **Nice points on each scene my friend! I really appreciate them. I'm glad you like how I went about the last chapter. It was my way of showing how Shadow Cell goes about stuff like this. But rest assured, there's plenty more for them to do my friend! Hope you like it! Thanks for the review! I appreciate it! Peace out!

Also, a special thanks to: **Quillian, X00001, Mark C, Wen1, and Gothik Strawberry.**

PLEASE review folks! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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Throughout the course of the week long mission, data kept streaming in from the field at a near constant pace for the advanced intelligence deciphering teams of Shadow Cell to process. There were few breaks for the five mutant soldiers or the teams back at the base, but like any mission, there was often little time to set aside for rest. Nevertheless, the five mutant soldiers in the field managed to sneak in what sleep they could by camping out in the designated areas given to them by the protocols or taking a quick rest in the jeep if possible. Yet even as shifts came and went for the crew and the five mutant soldiers, Dr. Nathanial Essex stayed present the whole time…Never once taking a moment to rest or sleep. It seemed like a super human feet to those who worked with him, but they dared not speak a word about it as they kept to their duties as much as the doctor kept to his.

The data that was coming in was quite diverse. Everything from names and powers to personality profiles were taken by the five mutant soldiers and sent back to HQ for logging and interpretation. Yet there was certain data that Dr. Essex took far more interest in than others…Data that he took careful note of when the rest of the crew wasn't looking. There were so many mutants…So many diverse powers…And each one of them was a testament to the power of the X-gene. Progress on the next step of his ultimate plan was already secretly underway, but he needed to know what he had to work with and as he looked over file after file of data on the mutants of the X-men and the Brotherhood, he grew all the more optimistic about the resources he would have at his disposal for when the time came.

"Doctor…We're getting another uplink from the Brotherhood front with Cyclops and Mayhem," reported one of the female computer operators, "They request permission to transmit."

"Permission granted…" said Dr. Essex eagerly as he watched more information blare across the many computer screens littered throughout the area.

Before him, data over each member of the Brotherhood was added to supplement what had already been found out. Now they were getting a clearer picture of what their powers were and how they functioned in comparison to that of the X-men. There may have been a world of discrepancy between them in the eyes of an impartial observer, but such differences meant absolutely nothing to Dr. Essex, for there was so much more beneath the surface that fascinated him with every new tidbit of information that came in.

"Amazing…" said Dr. Essex as he went through some of the Brotherhood files, "So many different powers…Such great potential for growth. It's almost a shame that they act like such arrogant outlaws…No discipline…No rules. It's sad really."

Few of the computer operators thought much of Dr. Essex's words, yet the more he looked at the data, the more enthused he became. For it wasn't just their powers that fascinated him…It was their connections as a group that he was curious about. Pre-mission intelligence stated that Magneto, a mutant Dr. Essex knew better than anybody could have imagined, founded and ran the Brotherhood from afar. Yet while Dr. Essex didn't doubt that in the slightest, Magneto's plans were of great interest to him for a multitude of reasons.

He knew he had to be planning something…But at the moment, it was clear that he didn't have the resources to do something as grand as the rest of the officers throughout the base suspected. No…Dr. Essex knew Magneto better than that…There was most certainly something else he had planned before he went along with his pro-mutant bandwagon that he had so foolishly ridden for the greater part of his life. While his intentions were clear, Dr. Essex was more concerned with the means in which he chose to go about his ultimate goals…For such resources may prove vital for him to finish what he had started all those decades ago.

As Dr. Essex was eagerly pouring over the data about the Brotherhood, the secure door that separated the super secret intelligence processing area from the rest of the base opened and the Colonel stepped in. Like the rest of the staff, it looked as though he hadn't been sleeping much since the mission began, but as always he took such restlessness in stride as several of the officers present in the room saluted him as he made his way over to Dr. Essex.

"Still at it I see…" said the Colonel as Dr. Essex turned to face the officer that had been his most vocal critic since the project began, "Do you ever sleep?"

"Whenever I can work it into my schedule, Colonel," joked Dr. Essex in response, "You said it yourself…If our enemies don't rest, then neither can we."

"And what have you managed to find as a result of this void of sleep that you seem so predicated on expanding?" asked the Colonel.

"A lot of useful data, in fact…" stated Dr. Essex as he displayed for the Colonel some of the readouts on the mutants of the X-men and the Brotherhood on one of the computer screens, "We're finally getting an idea of their powers, history, function, and ideology. And for the most part, the early suspicions about Xavier and Magneto were right. They are in many ways, the two sides of the human/mutant conflict…One advocates war, the other advocates peace…A classic hawk and dove dichotomy if you will."

"And what about their plans? Did you manage to get an idea of any sort of steps or protocols they operate under for the advancement of their cause?" asked the Colonel.

"Colonel…It's a school and a fraternity…Not the military," stated Dr. Essex, earning him a cold glare from the disgruntled officer, "One operates like any other school…Teaching and helping students find their place in the world. The other operates like a haven…A place where rebels who feel like outcasts and are driven by their arrogance can go to follow an idea that gives them a sense of belonging and ambition."

"But they're all mutants, Doctor…" said the Colonel, sounding quite distasteful of the breed as he looked at the screen, "There's no telling what kind of conflicts they could cause. We don't know what they're planning…We don't know if they constitute a threat…And we don't know what kind of action to take."

"Well you best not worry about that in this instance, Colonel," assured Dr. Essex, "Such decisions are not for you to make in this instance."

"Indeed…But I'm still not too fond of the General placing you in charge of this most critical operation," said the Colonel distastefully, "Mission operation protocols dictate that only ranking officers may oversee a mission and you're not an officer last time I checked."

Dr. Essex didn't flinch even at the look the Colonel gave him. It was clear he was still sore over him being chosen for the job when it was almost always the Colonel who took to such duties. It seemed as though no amount of success or prestige from over eight years of success within Shadow Cell was enough alleviate his lingering suspicions over the esteemed scientist. And while Dr. Essex had grown somewhat accustomed to his attitude…He was beginning to grow quite annoyed with it, especially when he was on the verge of accomplishing his lifelong dream.

"Special situations sometimes require special actions," said Dr. Essex in response, "You may be a good officer, Colonel…But you don't know shit about mutants other than the fact that they're a menace."

"Say what you will about my beliefs, Doctor…My rank still supercedes yours in instances such as this," said the Colonel in a threatening tone that did not sit well with Dr. Essex, "Now I don't have to approve of the General's actions…I don't even have to like them…But it's not the actions that bother me."

"Then what is it Colonel?" asked Dr. Essex, "What is it that still sours your mood even with all the success and stature that Shadow Cell has brought you these past eight years?"

"It's you…Doctor," said the Colonel, his tone growing all the more hostile as he looked Dr. Essex in the eye with a cold glare, "For eight years…I've watched you use this vast, elaborate facility as your own personal chemistry set. And with every accomplishment you've flushed out of the resources of this project, it's brought you lavish praise from the General and immense influence."

"I'm waiting for the bottom line Colonel," said Dr. Essex, not flinching under the Colonel's gaze.

As always, Dr. Essex seemed to simply brush the Colonel off as a mere annoyance. Yet that only seemed to give him more reason not to like him. And either way, it only heightened the message that the Colonel was trying to convey.

"Doctor…You can brush me off like a bug as many times as you want and forget every word I've ever said to you," said the Colonel, his tone brimming with seriousness, "But remember this and remember this well…I'm not afraid of you."

And upon saying those final words, the Colonel made his exit, a couple of GURSO soldiers following him closely in his wake. As much as Dr. Essex detested the Colonel, he couldn't help but snicker inwardly at those final words that he had spoken to him…For neither he nor anybody else at the organization had a clue as to what lay ahead.

Then, as Dr. Essex looked back at some of the profiles of the X-men and the Brotherhood, a sinister grin spread across his face as he reflected upon what the Colonel had just said.

"You will be Colonel…Mark my word…You will be."

* * *

On the battlefield that was Bayville, the five mutants of Shadow Cell worked into their third day of the mission. So far, their targets had operated in a pretty predicable fashion. They got up, went to school, came back, took part in training sessions both indoors and outdoors, and then went back to sleep. All along the way, none of them had a clue that they were being closely monitored. Professor Charles Xavier may have been the most powerful telepath in the world, but even he was no match for the strong mental shielding of the highly trained soldiers or the shadow class psychic powers of Phoenix.

The five soldiers kept with their constant reports back to HQ and monitored any suspicious activity that they exhibited. And for the most part, the Xavier Institute didn't garner too much suspicion, for it seemed to follow the guidelines of it's name and functioned as a school. Every time when the students returned to the institute from Bayville High, Phoenix and the Scarlet Witch would converge with X23 and carry out a more thorough investigation of the activity that was brewing within. And thanks to Jean's psychic scanning and the Scarlet Witch's computer hacking, they learned more of the elaborate lower levels of the institute. They were a bit shocked to learn that the school had such vast facilities underneath, some of which resembled the technology back at Shadow Cell. They even discovered that Xavier had a plane which they had to contact Cyclops to identify, which turned out to be the SR-77 Blackbird…A plane that was thought only to exist on paper. It showed just how advanced and well connected Charles Xavier was, but despite such advanced resources, he did not garner nearly as much suspicion as the Brotherhood.

Cyclops and Mayhem continued to scope out the Brotherhood boarding house far more intently upon hearing that mysterious phone call between Mystique and the leader and founder of the group, Magneto. The overall operation of the Brotherhood was nothing short of chaos with Mystique being the only one trying to maintain a certain level of control and order. Yet time and time again, the two mutant soldiers watched as she failed to keep the peace whenever conflict broke out. Her solution to everything seemed to be shouting…A trait both Cyclops and Mayhem were quite familiar with, only in Mystique's case, the Brotherhood often gave her reasons to lose her temper. And if their sense of pity hadn't been trained out of them over the course of many years of soldier training…They may have actually felt sorry for her. But pity or not, she was still a target and with every occurrence they followed with them, the overall undertone of the Brotherhood became more and more suspicious.

After checking in with HQ for their scheduled report, the five mutant soldiers settled in their secretive positions around their targets as the night fell upon them. Cyclops and Mayhem took up shelter in the trees surrounding the Brotherhood boarding and Phoenix, X23, and the Scarlet Witch did the same along the perimeter of the institute. They remained vigilant and alert even as the residents in each facility turned in for the night, for they couldn't allow themselves any rest on a mission like this…Not when everything they found only drove them to seek out more information concerning this mysterious place.

On the perimeter of the institute grounds, Phoenix returned to the concealment of the trees where her two comrades were still observing the institute through binoculars and microphones after having done a flyby and a quick survey of activity on the other side. It was late and they all knew that activity inside would be down for the night, but they were all used to functioning at such hours and took the time to rest their minds, which seemed as though they had been going a mile a minute from the very instance this mission started.

"So how's activity on the other side?" asked the Scarlet Witch as she continued using her handheld computer to access a few of the security cameras for an inside view of the institute.

"All quiet by my readings," said Phoenix in response as she sat down behind the large tree along with her two comrades, "What about the inside?"

"Sleeping for the most part," she answered, "Although I have seen some activity from a few light sleepers."

"Well keep an eye on them…Light sleepers usually have a reason for being light sleepers," said Phoenix, speaking from her own experience as she did a quick psychic scan of the area, "What about you X23? Can you hear anything?"

The former living weapon was silent for a moment as she listened in on some of the noises she picked up with her keen sense of hearing over the sonic ears. She was also using her binoculars on their night vision setting to observe the exterior of the institute, but it was merely a formality since the Scarlet Witch was taking care of the interior with her computer hacking.

"Not much other than a few people snoring…" she said in response, "And a few people sneaking around."

"Yeah, I saw that too," said the Scarlet Witch as she shuffled between security cameras, "That girl with the short blonde hair and her friend went downstairs to steal a few snacks and the purple haired girl snuck into the winged guy's room."

"Gee…I wonder what they could be doing," said Phoenix with a hint of sarcasm in her tone as she rolled her eyes.

"Like that's hard…And I just heard some of the noises they were making. You think we'll need to know what she means when she screams 'winged stud hunk?'" said X23, her face cringing slightly as she quickly switched the channel on her microphone.

"Well that's one bit of intelligence we don't need to know," said the Scarlet Witch, "If for some reason Dr. Essex wants to know about their fucking habits, then he'll let us know."

Silence once again fell upon the three mutant soldiers as they continued their observations, working under strict radio and communication silence as dictated in the protocols. The only thing they were allowed to do offhand was psychic communication to check in with Cyclops and Mayhem, who kept up with activity on their end. Yet even this mode of communication was silent as they all focused on their mission despite the lack of activity.

While they were all working in a more relaxed state for the most part, X23 on the other hand, was still quite edgy from all the things she had seen over the past three days…Namely the actions of Wolverine. She didn't tell any of her comrades about what she had felt when she first saw him…She didn't even think too much about it. But whenever she caught a glimpse of him through her binoculars or heard his voice through the microphone…Her mind and body tensed.

However, among all the things she had observed with this mission, none stuck out more strongly than…The interactions Logan made with that white haired woman named Ororo. At first she thought that was just some kind of fluke, but as her experience always reminded her…There were no such things as flukes in this world. They did what they did for a reason…And every time X23 thought about it, she grew all the more dazed and confused.

Suddenly, through her binoculars, X23 caught a glimpse of Logan as he made his final rounds for the night, checking up on all the students to make sure that they were safe and secure. Yet as he neared Ororo's room, he stopped for some reason and simply looked at the closed door as if there was something there that X23 could not see. She watched with curiosity as the man whose blood created her just stood there before Ororo's door, not doing anything else from what X23 could see. Then suddenly…She heard him say something that came in over the microphone…Something that only confirmed that what she saw between them earlier was no fluke.

"Night darlin'…" whispered Logan into the night as he finally retired to his room.

X23 set the binoculars down and simply looked back at the darkened mansion with a look of confusion. Phoenix and the Scarlet Witch were too preoccupied to notice, but such a sight struck a chord with X23…For what she saw simply didn't make sense to her. Emotions had never made much sense to her, but this one was just…Different. She had seen it before…But had never commented on it or so much as asked about it. Now she was curious…And she had to know whether it pertained to the mission or not.

'Phoenix…' sent X23 via psychic communication, quickly gaining the attention of her comrade, 'Can I ask you something? Something that's not necessarily mission related?'

Phoenix looked back down at her friend and fellow soldier with a curious look, seeing the somewhat confused expression on her face and grew somewhat concerned.

'What is it X?' she sent back to her, sounding every bit as willing to listen, 'Is something wrong?'

'No…' she assured her, 'Nothing's wrong it's just…Some of the things I've been seeing on this mission…The things I've been seeing between certain people…They just…Don't make any sense.'

'Well it's best not to worry about such things now,' sent Phoenix, once again preparing to focus her attention back on the task at hand, 'You should probably save such concerns for when the mission is over.'

'No…This is important…I can feel it,' responded X23 in an affirmative tone, 'I just…I need to know…'

'What do you mean?' asked Phoenix, growing all the more curious, 'What did you see earlier that didn't make any sense?'

'It wasn't just what I saw earlier…' sent X23 in response, 'It's what I've seen in other forms for years now. I know it means something…I know it's important…But I don't know what it is.'

'Okay…You've officially lost me here, X,' said Phoenix in response, now growing confused.

'Well…It's just that I've noticed…' began the former living weapon that had once been forbidden to feel, 'Some of the ways in which certain targets look at each other resemble the ways in which you and Cyclops look at each other.'

That had caused Phoenix to nearly freeze up upon hearing her words…For she hadn't thought anybody had noticed the way she and her long time friend, whom she had come to consider her soul mate, interacted when nobody was looking. She thought they had done such a good job of hiding it…Keeping inside all those pent up feelings and emotions and only letting them out with each other through their special mind link or when they had a quiet moment alone. But if X23 had seen it…Then was it possible for anybody else to have noticed? Neither she nor Cyclops wanted anybody to know about their secret love, for they didn't want any of the Shadow Cell officials to split them apart or forbid them to feel such things for each other. Even though they were often told that emotions on the battlefield were a tremendous liability…Phoenix knew from experience that they could also give her the strength and drive she needed to push herself beyond her limits and succeed where she would have otherwise failed.

'How…How did you know about that?' asked Phoenix to her comrade as she struggled to hold her focus after what X23 had said.

'I've known about it for a long time,' answered X23, making it sound as though it wasn't a big deal, 'It was clear for anybody to see…Only I could notice certain aspects that others couldn't. Whenever you two look at each other…I hear your heart rate go up, I see your eyes dilate, and I sense a change in your breathing. It's as if…Somehow, you look at each other in a way that you don't look at anybody else. You see something in each other that nobody else is able to see. I just…I don't know what it is. I don't even know if I'm familiar with the terms to describe it…'

'That's probably because there aren't any…' said Phoenix with a sigh.

'What do you mean?' asked X23, hoping that maybe this would lead to some answers.

'X…You know that Cyclops and I were the first once recruited by Shadow Cell, right?' she told her, hoping to at least try and explain this in the clearest possible way.

'Yes, I know.'

'Well…The thing is…Cyclops and I have a…Connection,' said Phoenix, trying to use her words carefully.

'Connection?' asked X23, sounding confused by her use of words.

'Yes…A connection,' explained Phoenix, thinking hard about how she was going to explain this, 'You understand what love is right?'

'Yeah…A little bit,' she sent in response, making it clear that her perceptions on emotions were sketchy at best.

'Then…You understand that it's a powerful emotion that links two people together in a unique way, right?' continued Phoenix.

'I…I think so,' replied X23, not quite understanding her definition of love in comparison to the one she was familiar with.

'Well…' explained Phoenix, trying to find the right words, 'With me and Cyclops…It's more than just love.'

'More than just love? What do you mean?' asked X23, only growing all the more confused.

'I mean…' she said, struggling to put into words what she had always felt, yet never been able to ascertain, 'Cyclops and I are linked in a way that goes beyond things physical or emotional. When I first saw him…I thought he was a dream or some kind of angel. He was the first person I saw that actually made me feel…Warm inside. I don't know exactly when it happened…But after joining Shadow Cell, going through the accelerator, and growing up together as friends and soldiers…Something formed between us…Something that went beyond just love. Even when we're not around each other…I can feel him in my head…And he can feel me.'

'But…How is that possible?' asked X23, still not understanding this strange phenomenon.

Phoenix simply let out a light sigh, for she had been trying to find a way to describe it for so long now, but she was no closer to doing so than she was on that fateful day when she first saw him back at the insane asylum. Much of her memories from the past may have been fuzzy or jaded at best…But in many ways, it all became so much clearer that fateful day when she first locked yes with the young boy that she was now so deeply linked to in such a profound way.

'I wish I could tell you, X…But I honestly don't know,' answered Phoenix in response, 'What you probably saw that confused you was affection and attraction…Some of which are early signs of blossoming love, but not exactly love itself. But for me and Cyclops…It's a lot more complex than that.'

It began to make a little sense to X23 as she took a moment to think about it. Some of what she saw looked like it went beyond interaction and now she was understand what it was. In the past, she had only been taught that there were certain levels of closeness between people such as like and love…But what Phoenix had just described sounded as thought there was something else to it…A level of closeness between two people that she could not fully ascertain. She had seen it's power when she looked at Cyclops and Phoenix, yet until now she never thought too much about it or had an understanding of it.

Thinking back to what she had seen between Wolverine and that woman, Ororo, it began to make sense. What she saw was simply deeper than affection and showed signs of something more beneath the surface…Some of which had yet to manifest. It was still a very confusing concept for her…And for Phoenix as well. Yet it made more sense now and she hoped to more fully understand it in due time.

'So…Are you and Cyclops in love?' asked X23 simply.

'Yes…More so than even I'll ever be able to understand,' answered Phoenix without hesitation, 'You can clearly see it between us…But that doesn't mean you can understand it. Love just comes in so many forms…For some it's not returned, for some it's not as strong, and for some it's simply there, but unspoken…'

'You mean…Like Mayhem and the Scarlet Witch?' sent X23, thinking the first thing that came to mind.

Both she and Phoenix froze a bit as they cast a slight glance at the Scarlet Witch, who was still occupied with her computer hacking. Neither of them had really discussed much about some of the interactions they saw between Mayhem and the Scarlet Witch over the years. Both Cyclops and Phoenix suspected it that fateful day when they met her at the asylum and Mayhem seemed to be the most drawn to her. And over time, they appeared to share a close, yet unspoken bond…But unlike Cyclops and Phoenix, they didn't express or admit it, neither to themselves nor others. It was a strange quandary, yet it had been ongoing for some time now and nobody had really questioned them about it.

'Oh…So you see it too…' sent Phoenix in response.

'Well…It wasn't that difficult really,' replied X23.

'I know…' sent Phoenix.

'But…Why do they hide it more?' she asked as she thought about it a bit more, 'You and Cyclops seem to accept it…Mayhem and Scarlet Witch seem to repress it for some reason.'

'That…I can't be certain of, X,' answered Phoenix, choosing not to speculate on such matters, especially when they involved her two close comrades, 'Like I said…Love is a complicated matter. Some embrace it…Some scoff at it…And some are just confused by it because they don't know what they feel or what it means.'

The two mutant soldiers then fell silent as their gaze finally shifted away from the Scarlet Witch, yet they still wondered what it was that seemed to beholding both her and Mayhem back from accepting what was clearly there. Neither of them may have ever stated it directly, but they sure as hell hinted at it over the years whenever they confided in their friends. But only time would tell for them as it would for Cyclops and Phoenix…Only in their line of work, things were many times more complicated and matters of the heart often had to be set aside for the sake of the mission.

* * *

As night fell upon the Brotherhood boarding house, the chaos that usually ensued finally fell silent as the whole house was now almost completely dark. Cyclops and Mayhem took the time to grab a quick snack with some of the supplies they had stashed with them, which only consisted of a granola-like bar that was specially formulated to stave off hunger and provide their bodies with whatever they needed to keep going. Usually, they couldn't carry much, but they had grown used to running out of supplies in the field over the years and knew they could always hunt or gather what they needed to keep themselves going.

Activity had pretty much ceased within the walls of the Brotherhood boarding house and the information they could gather in such a state was minimal at best. It had been three days since they started their observations and the two mutant soldiers watching them were somewhat under whelmed with their level of activity. Only on a few occasions did they go out, mainly for food and such, and even though they always followed them, via the car they had or via the flight capabilities of Mayhem, they didn't find much more on them other than personal and character information.

Now, the two young men had a rare moment of silence in their job as they sent their scheduled report back to HQ, stating that the entire Brotherhood was now asleep and they were settling in for the night. Mayhem made a few flybys, but he didn't see much other than a darkened house. Now, on the third night of their mission, they found themselves huddling quietly under the cover of the trees, letting the night shield them as it so often did in the past and gathering their physical and mental strength for the next day…Although at this point, they didn't know what more they could gather on these renegade mutants who called themselves the Brotherhood.

"You know for a supposed threat to human civilization…I have to say, the Brotherhood doesn't exactly rank up there with some of the other threats we've faced," commented Cyclops in a low tone as he and Mayhem kept their eyes on the darkened house.

"Yeah…I'd have to agree with you. Because honestly, I was expecting more," said Mayhem in agreement, "But then again…We've only been observing them for three days. There's still plenty we don't know."

"But from what we do know, I think it's safe to assume that these teenage misfits can hardly be classified as mutant supremacist or militant terrorists at the moment," said Cyclops in response as he did a quick check of the interior with the sonic ear.

"No, but as their home can attest…They're plenty capable of causing untold destruction," commented Mayhem.

As under whelming as the Brotherhood was to them, they couldn't deny that the residents inside wielded a great deal of power with their abilities, which ensured that they would still be a target in the eyes of Shadow Cell. Yet as mundane as many of their observations had been over the course of the mission, they couldn't fight the feeling that there was much more to them than the protocols had told them. On the outside, such a notion would have seemed crazy to most…Yet to the well trained eyes of Shadow Cell, there was definitely something more going on here and they would sure as hell find out even if it took them the whole week they had been given.

"Any signs of the shape shifter in there?" asked Mayhem as Cyclops looked through a pair of binoculars at some of the darkened windows.

"Mystique?" said Cyclops as he shifted the binoculars to the top floor where her room was, "Nope…None."

"I think she's the one we need to keep closer track of tomorrow," suggested Mayhem, "She's the real wildcard here and if anything is going to shed some light on whatever it is they're planning…It's her."

"No argument here," said Cyclops as he set the binoculars aside, "But I'm more concerned about the man she keeps talking to over the phone…Magneto. He's definitely the one pulling the strings here…He's definitely the one behind the scenes, working the Brotherhood towards something big."

"But we haven't been able to trace any of her calls yet," reminded Mayhem, "And until we do, I believe our best bet at getting to him lies with Mystique. I don't know why she's doing what she's doing…But she's definitely a pawn in whatever game Magneto is playing."

"And an unwilling pawn at that…" added Cyclops, remembering how disgruntled and dissatisfied the shape shifter seemed to be with her current position, "It could be something we may be able to work with if we have to if mutant/human issues start to escalate."

A brief silence fell over the two soldiers as they went back to watching the house from afar, finding no activity other then snoring. Yet both mutant soldieries remained as alert as ever, knowing that missions like this required more patience than force. Doing reconnaissance work required its own unique mindset and as with every other aspect of being a soldier, Shadow Cell had learned to master it. Even though this wasn't some army of Latin American guerillas or a terrorist training camp in the Middle East, it was still important enough for them to take on the challenge with every bit of skill they had developed over the years.

However, they could not deny that this mission was unique. Never before had they been forced to deal with mutants like this since they had been officially non-existent in the eyes of the public and the government for so many years. Yet now that it was all out in the open and the world grew into a much more tense state of being, the mutants of Shadow Cell couldn't help but wonder where this would eventually lead them. And now that things were quieter throughout the Brotherhood house, it gave them a chance to think about it.

"So what do you think is going to happen?" asked Mayhem, breaking the silence as he kept the microphone on, scanning each channel for any unusual noise.

"With what?" asked Cyclops as he set his binoculars aside and turned his attention back towards his comrade.

"I mean with this…You know, with mutants," he said as he found himself musing over the state of the world that they now found themselves working to alleviate, "Everything is so messed up now. The government's scrambling, the people are scared shitless, and every branch of the military has been on high alert. Add to that…Some are already starting to take sides."

"I wouldn't exactly say that they're sides, Mayhem…" answered Cyclops, knowing where he was going with this, "Everybody is just scrambling for some sense of reassurance at this point. Some mutants find solstice with one group while others find solstice else ware. Humans act in the same way, pretty much going wherever they feel helps them deal with the new world they live in. Whether it's about war or peace isn't important when you think about it. It's just the world trying to balance itself after going through such a major change."

"But seeing all this has just got me wondering…What if a war does erupt between humans and mutants?" said Mayhem, "What if when everybody finds their place, one group decides to wage war on the other because they feel that they have the right? That certainly seems to be the Brotherhood's stance."

"Every side in a war feels they have a right…Otherwise, nobody would ever fight," reasoned Cyclops, "The mutant/human issue is no different. As long as one side opposes the other in some way, shape, or form…There's going to be conflict. That's just the nature of how different people interact."

"But this is mankind we're talking about here," reminded Mayhem, "And for something as fantastic as mutants, it's not impossible to consider that the fear and uncertainty surrounding them will inevitably consume them."

"That's just a by product of fear," said Cyclops in response, "Mutants are still new and nobody understands what they are or how they came to be. Mankind has a habit of fearing things they don't understand and Mutants may be a hard pill to swallow, but like it or not, mutants are a part of mankind. It all just depends on how long it will take humanity to realize that."

"The same should also go for mutants…" said Mayhem, "But conflict or not…How do you think the state of the world will affect us? I mean…We're both mutants last time I checked."

"Yeah…But mutation aside, we also officially don't exist," reminded Cyclops.

"All the more reason for the rest of the world to consider us expendable," made Mayhem, "One day, humanity could decide that the only way to achieve balance in the world again is to do a way with mutants. And one day, mutants could decide that the only way to achieve balance is to do a way with humanity. You and I are mutants…Phoenix, X23, and the Scarlet Witch are mutants…And if that day came, which side would we be fighting on?"

The two men thought about that for a moment as they considered the state of the world they found themselves embroiled in. Ever since they had joined Shadow Cell, they learned to think less of their mutation and more of their ability to use it to carry out a task. They had long accepted mutation as simply being a part of them. Even though they had long endured snide remarks from the Colonel and his GURSO unit, they never thought too much of comments because they just didn't pertain to their focus at the time. Now, whether they liked it or not, they actually had to worry about how humans and mutants got along. They may have been a government sponsored mutant task force…But the government was run by humans last time they checked.

"I don't think we should worry too much about sides at the moment," said Cyclops as he shifted his attention back towards the darkened Brotherhood house, "Magnum always taught us that in any conflict, it's best to be neutral and simply fight for whatever keeps you going. The human/mutant conflict may evolve into a war or it may gradually balance itself out with time, but either way…The ending is not as important as the path that leads there."

"Then I guess it's up to people like us to make sure that path mankind takes isn't one of self-destruction," concluded Mayhem, "Because as much as we've trained our whole lives for war…Nobody hates fighting wars as much as warriors."

"And I think that maybe that's what side we're on…The path and not the ending," said Cyclops as things once again fell silent between the two men as they focused back on the task at hand.

Each moment that came and went for them was merely a moment meant to prepare for the next. In a way, that was how they had always operated at Shadow Cell whether they were on a mission or simply training. Whatever helped them complete a task and move on to the next one, no matter how challenging or mundane, was enough to keep them going through the many rough times they faced together and on a personal level. But in the end, that's what helped make them stronger than any other force before them and they intended to stay true to that idea until the end…Whatever it may be.

The night passed on and few incidents other than the occasional breeze or forest animal sparked their interest. Yet both Cyclops and Mayhem kept themselves alert for any signs of activity. Then suddenly…Out of the quiet of the night…Something happened that shattered the serenity that had hung so strongly over the area.

"Cyclops, look!" said Mayhem as he pointed up towards the window of Mystique's bedroom.

"I see it…" he said as he grabbed the binoculars while Mayhem grabbed the sonic ear.

A lone black raven had suddenly made its way into the area and landed upon an open window on the top floor of the boarding house. Both Cyclops and Mayhem knew what this was as they watched the raven shift into the full form of Mystique. The shape shifter seemed exasperated and tired as she sauntered into her room, but she didn't collapse on her bed like she so desperately wanted to. Instead, she made her way over to her dresser and picked up a single black cell phone.

"Mayhem, can you filter out the static on the microphones?" asked Cyclops as he adjusted his earpiece which fed into the sonic ear, "We need to know who she's talking to on the other line."

"Don't worry…I already took care of it," said Mayhem as he adjusted a few knobs on the device, "During my last flyby, I snuck into her room and placed a mini-bug on that phone of hers."

"Will we be able to use it to trace the signal?" asked Cyclops, hoping they could somehow get a location out of where these calls were coming from.

"I already tried that, but I couldn't get past the scrambler," said Mayhem, shaking his head, "But we will be able to listen in on her this time."

As he got the right signal from the mini-bug, they quickly heard a dial tone in their earpieces. They listened intently as a number was dialed, which was probably a clone number from the sound of it, and a dark voice answered after only two rings.

"Mystique…Right on time," said the dark voice, "Did you get it?"

"Yes Magneto," affirmed Mystique, "I left the supplies at drop point like you said. It's already on it's way."

"Excellent," said the master of magnetism over the other line, "Did you encounter any problems? Does anybody know of what you stole?"

"Of course not," answered Mystique, confident in her abilities to perform the tasks that she was ordered to carry out, "You know I'm always careful."

"Careful is not enough in this instance, Raven," responded Magneto in a menacing tone, "Those parts are more vital than all previous components before it."

"I understand that, Magnus," said Mystique in an exasperated tone, clearly tired from all the running around she had to do in order to get this vital part in the first place, "I know how important that stone is to whatever it is you won't tell me about. But I managed to get it, didn't I?"

"Don't patronize me, Mystique…You have no idea how important that stone is," said Magneto in response, his tone more ominous and threatening, "It is the cornerstone of the next part of my plan for mutant liberation. My entire base was constructed around it. And if by chance that stone was somehow damaged or mishandled…Then the full blame will be placed upon you. Is that clear?"

"Crystal…" muttered Mystique in response, "But I assure you that the stone is completely intact and nobody knows of it's importance."

"They better not…For your sake, you should hope this next phase goes off without any complications," warned Magneto.

"I understand," said Mystique, hiding her bitterness towards Magneto's overly harsh tone, feeling as though it wasn't at all helping her state of mind, "So does this mean that the Brotherhood and I will finally be able to report to Avalon?"

"Eventually, Mystique…" said Magneto in an ominous tone, "Nobody must lay eyes on the fruits of my labor until the time is right. Keep the Brotherhood ready for now, but before any of you can come…I must make the final preparations."

And with those final ominous words, the line went dead and Mystique was finally allowed to collapse onto her bed, hoping that all the hard, painful sacrifices she had made would soon pay off. She tried to hold onto whatever faith she could even though Magneto had made it painfully clear that he neither liked, nor trusted her. But she didn't have much of a choice at this point and could only rest with the assurance that she'd know soon enough.

While she grappled with uncertainty, Cyclops and Mayhem quickly went to work recording and processing what they had just heard. They knew it was important and they had to report it promptly. Neither of them knew exactly what it meant, but they didn't think about that at the moment as they sent out an impromptu signal back to base.

"Dr. Essex, this is Cyclops and Mayhem reporting in, do you read?" said Cyclops into the transmitter on his handheld.

"I read you loud and clear, Cyclops. Go ahead," answered Dr. Essex.

"We just received some new data that may be of great importance concerning the Brotherhood," said Cyclops as he signaled Mayhem to prepare the uplink, "Mayhem is about to send it right now and we need an uplink."

"You've got it," said Dr. Essex without hesitation, eager to see what they had found on the Brotherhood since he knew they wouldn't have called unless it was important, "Linking up now. Just what is it that you're sending us?"

"It's a recorded phone conversation between Mystique and the leader of the Brotherhood, Magneto," answered Mayhem as he entered the necessary commands into his handheld, "I managed to put a mini-bug in Mystique's cell phone and we got what sounded like some very important information."

"Important how?" said Dr. Essex as he watched the file transfer into the database.

"We're not exactly sure," answered Cyclops, "But it sounds as though Magneto may be planning to make some sort of move very soon. He was talking about moving ahead with the next phase of his plan. We don't know what it is, but we know he's moving ahead with it."

This definitely sparked Dr. Essex's curiosity as he wondered just what Magneto was up to. He knew that he was a man of grand ambitions capable of even grander planning and if this came into conflict with what he was already in the progress of doing, then something may have to be done about it. Nobody knew Magneto like he did and as the file completed the transfer, he eagerly picked up a pair of headphones so he could listen to it without any interference from the other operators.

"Hold on…I'm listening to it now," he said as the transmission link between them went silent.

Dr. Essex didn't know what to expect as he heard the tense conversation between Mystique and Magneto through the headphones. Yet when he listened to the relatively brief conversation…A slow, sinister smile spread across his face. He couldn't believe it…Once again, the fates had been on his side. Those words…Stone and Avalon…He knew what they meant. He knew their significance. And with this data, it may be possible to proceed sooner than he had expected.

'Yes…I knew it!' he thought to himself as he could barely contain his enthusiasm, 'I knew that simpleminded wannabe tyrant would end up as yet another pawn in my plans! Oh Magneto, you ignorant fool…Can you really be this imprudent?'

His ultimate goal was so close now that he could taste it on the tip of his tongue. Everything was there…The place, the time, the resources…It was all there just waiting for him to implement. He was so lost in his thoughts that he almost didn't notice Cyclops and Mayhem voices coming through on the uplink.

"This call was all we were able to get and the mini-bug couldn't get around the scrambler so we don't know where the signal went," reported Cyclops as they finished up with the transmission, "We weren't able to ascertain what Magneto was talking about or what the importance is of this stone or where this Avalon base of his is located, but…"

Suddenly, Cyclops found himself cut off by Dr. Essex as he issued an order that was sent to all five of the mutant soldiers of Shadow Cell.

"Shadow Cell, this is Dr. Essex. Pull out and return to base. I repeat, pull you and RTB," ordered Dr. Essex in a tone that seemed to have a subtle hint of urgency.

The five mutants of Shadow Cell were all quite shocked upon hearing that order since they were never usually pulled out of a mission early. Cyclops and Mayhem simply looked at each other with a bewildered expression, wondering what it was in that phone conversation that had triggered this.

"Sir?" said Cyclops, not certain if this was an emergency of sorts, "But…We still have four days left in the mission. We've only…"

"The protocols have changed. The mission has been accomplished, Shadow Cell," said Dr. Essex, once again cutting him off as he frantically made his way about the data control consoles and issued the necessary commands to ensure that what he now knew would stay with him and him alone, "We have what we need, so gather your things and return to base…That's an order."

Upon finishing those words, the transmission link went dead and the five mutant soldiers were left in their bewildered state for a good couple of seconds or so before they silently complied with the order they had been given, not questioning it in the slightest as they had always done. Yet curiosity surrounding the abruptness of this change still hung strong, but they would have little time to ponder this too much…For back at the base, Dr. Essex already had big plans in store for them.

* * *

AN: Well there you have it! The mystery continues to evolve as Dr. Essex and his sinister plans finally begin to unfold! Do you want to know what the importance of Avalon or that stone is and why it got such a reaction out of Dr. Essex? Well stay tuned to find out! There is still plenty to come as things in the X-men: Evolution universe continue to change as a result of Shadow Cell's presence! So what do you think? Are you eager to see where this goes? Please tell me! Send me your reviews via email or post them on the fanfiction website! Either way is fine as long as you REVIEW! Thanks a lot for reading everybody! I really appreciate it and I wish you all the best!

DON'T CLICK OUT YET! REVIEW!


	23. Secret Plans

**Sinister Soldiers  
Chapter 23: Secret Plans**

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Yay! More reviews than last time, but still plenty to be had! And for those who did review, here's a quick word to those kind souls!

**Reality Bender: **Hey! You're back! I missed you my friend! I'm honored to hear from you again! I'm glad to see that you have not forgotten about me and I'm glad to see that you like this little universe I created! The impact of the changes I've made will have even more of an influence on future events. If you know the episodes, then you'll recognize some of what I'm talking about! As for Pyro, Colossus, and Juggernaut, they'll have mentions, but I don't think they'll make an appearance…But that could change. Thanks again for the review my friend! If you have any more questions, feel free to ask!  
**Jenskott: **Yes, I agree. Jott does have a way of adding to a fic and the last chapter shows it, only I used it in a different way so X23 could learn about love. But yes, they do have to keep it secret. The only person who seems to approve of it is Dr. Essex…But he's not letting them know that. It'll come into play later, trust me…But for now, there are other concerns to worry about. Dr. Essex has his plans and trust me, they'll be coming into play very soon! Thanks as always for the review my friend! It's always a pleasure!  
**Agent-G: **Sorry you got confused my friend, but if you read a little closer, you'll see that the mission was set to have a week long timeframe and that's why I described it as a week long mission. But at the moment, only three days have passed. Sorry I didn't make that clearer, but that's what I intended.As for Betsy and Warren…That'll come into play later, don't worry! And don't forget, their pre mission intel is censored, so they can't confirm anything concerning Pietro. That's how Dr. Essex wanted it and he's definitely got the resources to make sure it happens. And yes, I thought X23's question would be a good way to get Jean to think about her relationship with Scott. It was as influential to her as it was to X. And your thoughts on Vincent and Wanda are very accurate my friend and after what they've endured, can you blame them? Now Magneto is about to come into play and you'll see the kind of lasting impact it'll have my friend! Hope you like it! Thanks as always for the review dude! Stay cool like you always do!  
**KaliAnn: **Yeah, Sinister has that effect on people…But the Colonel is a different story. He's his own character and he doesn't make any qualms about who he is. That has it's benefits and drawbacks, but that'll come into play later on. As for what Cyclops and Mayhem discovered, well…You'll just have to wait and see! Thanks as always for the review girl! Take it easy! Peace out!  
**GothikStrawberry: **Um, I think you're confused on the stone I'm talking about. It's not the stone from Apocalypse, it's the stone from The Cauldron. Remember that episode? Magneto's machine used an ancient stone as it's power source and that's what he was talking about. Hopefully that clears things up a bit. Thanks a ton for the review! I always appreciate it!

Also, a special thanks to: **Quillian, X00001, Wen1, Mark C, Maddisonavenue, and Amazing Redd Phoenix.**

PLEASE, PLEASE review folks! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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Upon leaving the war room where Dr. Nathanial Essex had kept a close eye on the new information that Shadow Cell was bringing in throughout the course of their mission, he sequestered himself in his office and began to pour over mountains of blueprints that he had stashed in a secret compartment in his desk. It had taken the team three days, but they had found exactly what Dr. Essex had been hoping for…They had found the insight necessary to aid in turning his plans from a lifelong dream into a reality.

Some of the blueprints he had safely stored away in his desk were over 20 years old and he had not laid eyes upon them for quite some time. Yet now they would be key resources in the next pivotal steps of his ultimate plan for accomplishing what he had started so many years ago. Nobody other than Magnum knew about his plans…Not the Colonel…Not the General…Nobody. And Dr. Essex planned to keep it that way until the big moment came when his dreams finally became reality…But in order to do that, he was going to have to carry out a few discrete, high risk tasks that only the five soldiers he had so watched grow so much over the past eight years could accomplish.

As he went over blueprint after blueprint, letting the hours tick by as if they were nothing, Dr. Essex quickly lost himself in his work as he considered his next course of action. Then suddenly, he was brought out of his daze as Magnum entered his office with a concerned look on her usual stoic face.

"I heard you pulled the plug on the mission early, Nathanial," said Magnum in her thick Russian accent as she shut the door behind her and approached his desk, "I just got word that the unit has returned to base four days ahead of schedule."

"All for a good reason Magnum," said Dr. Essex, not looking up from the blueprints, "You know very well I never do anything without a good reason."

"It is not your reason that concerns me," quipped Magnum in response, "It's the impact your decision that I'm worried about."

"At this stage in the game…Such an impact will have little effect on what I have planned," said Dr. Essex in a casual tone, not sounding at all too threatened by the backlash that seemed to so deeply concern Magnum, "I've already prepared a cover story and list of reports that should shut any pestilent voices up for the time being."

"I know…But cover stories and reports on their own aren't going to silence voices like the Colonel," reminded Magnum, her tone immediately growing bitter at the mention of the man who had been nothing short of a nuisance since the project began, "The man is already suspicious. He's made that painfully clear."

"He's always suspicious and that's why nobody takes him seriously," said Dr. Essex in response, "As long as I have the faith of the rest of the organization, we have nothing to fear."

The confidence in Dr. Essex's tone was far from reassuring in the eyes of the Russian born mercenary. She knew that Dr. Essex had always been a very poised, prepared man since the early days of the project. However, the more he seemed to negate certain issues, namely the Colonel, the more concerned Magnum became. Sometimes she believed that Dr. Essex was too self assured for his own good and such a trait could be his undoing if not handled properly. Yet no matter how much she voiced her concerns, he always had a way of working around each difficulty. It was just the sheer magnitude of the plans to come that gave this situation a far more worrisome precedence.

"The more time that goes on…The greater the risk, Nathanial," said Magnum, never one to assume the faith of anybody, "If we give anybody a mere shadow of a chance…Then everything we've worked for could become undone."

"Then I guess we'll just have to work faster…" said Dr. Essex as a sinister grin spread across his face, "And as fate would have it, we have just the means to do so…Courtesy of Magneto."

"What are you talking about?" said Magnum as she looked over some of the blueprints on his desk.

"See for yourself, Magnum…" said Dr. Essex as he turned several blueprints around so she could get a clear, unabated view, "And then you'll know why I pulled the plug on the mission early."

Magnum, even thought she didn't have the most adept mechanical mind in the world, knew she was looking at something significant as she removed the sunglasses that always covered her eyes and looked at the oversized blueprint of what looked to be a giant, floating Asteroid with a city perched atop it. Drawn in the margins of the large document were elaborate sketches of components and machinery that anybody would have probably considered to be nothing short of alien.

There were images of large, magnetically driven levitators designed to make the whole structure float in mid air and sketches of defense mechanisms that included energy shielding and a powerful cloaking mechanism not unlike the one Shadow Cell used. Every component of this vast structure seemed more advanced than anything Magnum had ever seen, which was saying a lot because she had used some very advanced technology as an internationally wanted mercenary and a key component of Shadow Cell. It seemed like a structure boarding on the realm of impossibility…But Magnum knew very well that impossible was a word that Dr. Essex never used lightly.

"What is this place?" asked Magnum as she looked at image after image of the fantastic technology that was crammed in this one elaborate structure.

"He calls it many things…But it's main title is Asteroid M," proclaimed Dr. Essex, the sinister smile not fading from his face in the slightest, "It is Magneto's pride and joy…The fruit of his labor."

"You mean THIS is Magneto's base?" said Magnum, finding it somewhat hard to believe that one man would work so hard to create something like this.

"Oh it's more than just a base, Magnum…Believe me, I know," said Dr. Essex ominously, "While nobody here knows it, Magneto and I actually go back quite a ways. Not long after his falling out with Xavier, he came to me for knowledge on the most cutting edge technology."

"You mean for mutants?" she asked as she looked over several more blueprints of the facility known as Asteroid M.

"Oh it was much more than that," said Dr. Essex, remembering his time with Magneto all too clearly, "His dream was to lead mutant kind on the path to war with humanity, overtaking them in the process and establishing mutants as the undisputed masters of the Earth. And at the center of it all was this magnificent palace of sorts where he wanted to carry out his goals."

"In a giant floating Asteroid?" said Magnum, thinking this definitely said a thing or two about the man's sanity, "Not exactly one for subtlety, is he?"

"That would be quite an understatement," said Dr. Essex with a slight chuckle, "The man is a poor, deluded fool. On the outside he's a raving mutant tyrant out to destroy humanity and fight the injustice he feels has been done to him and his kind. On the inside, however, he's still a scared little boy cowering in fear and hatred like he did in that concentration camp all those years ago."

"But what does he have to do with all this? And what does this base have to do with your plans?" asked Magnum, not seeing the connection.

"Simple, Magnum…He finally managed to build this facility," stated Dr. Essex as if it were a mundane fact.

"He built this place?" said Magnum, looking back at the blueprints and wondering how one man had managed to construct such an extraordinary structure, "But how?"

"Easy…Because I helped him," he said, sounding quite proud.

"You helped him?" said Magnum upon hearing this staggering revelation.

"Indeed…Where else do you think he got that technology?" he said as if it wasn't that big a deal, "During those years we worked together, I helped design the main components that would drive this facility. In exchange, he helped me with my research and provided the building blocks of what I would later use in the Prodigy Project. I knew he had every intention of building it…But I had no idea he would complete it so soon."

"So we're to assume that it's fully operational…" stated Magnum, her tone becoming stoic once again.

"Yes…But there are still some parts I know he hasn't completed," said Dr. Essex as he pulled out a smaller blueprint of one of the key machines that he helped Magneto design, "During their reconnaissance, Shadow Cell managed to tap a phone call between him and one of his subordinates. And in that call…He mentioned two things…Avalon and a stone."

"Avalon?" said Magnum, not seeing the connection, "What's Avalon?"

"That was the key that hinted to me that he had completed Asteroid M," explained Dr. Essex, "It was one of the many pet names he gave his creation as he envisioned it as a paradise for all mutants. However, that is not what has sparked my interest…It's the stone that's the key."

"The stone?" asked Magnum as she took a closer look at the blueprints.

"Yes…But not just any stone…It is THE stone for which Asteroid M's most important machine was designed around," explained Dr. Essex, his tone becoming more enthusiastic as he and his associate looked over the blueprint, "Before the bio-mutagenic accelerator…I designed another machine along with Magneto that would accelerate the growth and manifestation of all mutants. It operated under similar principles, but only focused on the powers and not the overall physiology. However, what it lacked in some aspects…It more than made up for in others."

"Such as…" said Magnum, wanting to know where this was going.

"That stone has the power to not just accelerate mutant abilities…But the power to manipulate and change them as well," continued Dr. Essex, his voice brimming with excitement as he considered the potential such a power could have if used in the right manner, "I searched for, but never found the stone. But now, it seems as though Magneto has done all the searching for me. He now has the one component that I need in order to make my dream manifest even sooner than I had envisioned."

"But I thought you said that for your final plans, you needed more than just the genetic structure of their powers," reminded Magnum.

"Ah, but that is where the bio-mutagenic accelerator comes in," said Dr. Essex, his excited tone not waning in the slightest, "While the stone only has the power to enhance the X-gene…The bio-mutagenic accelerator enhances both that and the overall being itself. But what makes my machine different is that it doesn't change the X-gene…It merely completes it. This stone, on the other hand, could do so much more…"

"How much more, exactly?" asked Magnum.

Dr. Essex was silent for a moment as he simply grinned at the image of the machine that he had helped the master of magnetism build all those years ago. He couldn't believe that Magneto had found it, but that arrogant fool had no idea the power he truly possessed with that sacred relic. Dr. Essex knew the potential of the stone and only in his hands would it manifest its true power.

"That…I cannot tell you at the moment, Magnum," said Dr. Essex, choosing to keep some aspects of his ultimate plan to himself even from his most trusted associate, "All I can say is that in order to carry out my plan before anybody could ever do anything stop it…I'll need that stone."

"And you'll have it…" said Magnum in her deep, accented tone.

"No…Not this time, Magnum," said Dr. Essex, "I'll need you for other tasks. And besides, we don't know where Asteroid M is or Magneto's exact location. I want Shadow Cell to carry out this job…I want them to be the ones to retrieve the stone."

"And how do you plan to do that under the noses of the Colonel, the General, and everybody else within these walls?" asked Magnum, knowing he had to have had some kind of plan for carrying out a task like this.

Dr. Essex merely gave his astute associate a sinister grin, his eyes flashing an ominous red. For so long now, he had been waiting for this time to come and now it was finally within his grasp. He was so close…Yet still so far as all the pieces were there, but they just had to be put in their place in order to complete that which he started so long ago.

"You need not worry about that Magnum…" he assured her, "We'll both have enough to concern ourselves with soon enough. But for now…Shadow Cell has many difficult tasks ahead of them…And when it's all over, the world will be in for a very sinister awakening."

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After Dr. Essex's abrupt order to end the mission early, the five soldiers of Shadow Cell promptly gathered all their things and equipment and made their way back to the base. Nobody questioned his orders or even so much as commented on them. As soldiers, they were trained to follow orders completely and dutifully without hesitation and this one was no exception.

However, there still remained a hint of curiosity in the back of their minds as they drove back towards the base in the black sports car they had been issued back at the base. There were still objectives left in the mission, but for some reason they had been dropped in the span of a decision.

Scott and Vincent had been the ones to relay the data onto Dr. Essex which somehow evoked his fateful decision and since then, they had been thinking about the words in that phone conversation that they had listened in on. They told Jean, Wanda, and X23 about it, but they were just as lost as they were on why it would cause such a dramatic shift in the mission. If it was dangerous or threatening, protocols dictated that they were to stay in the field and learn more about it, and if necessary, they would neutralize it. But to be pulled out of a mission when it was still ongoing was just an action they the found perplexing to say the least…But they trusted Dr. Essex and his decisions and knew there had to be a good reason for it.

The ride back was utterly silent between the five mutant soldiers, for nobody seemed to want to talk about the lingering curiosity over what had transpired over the mission. Usually, they weren't afraid to talk with each other since they had all grown up together and fought together both on and off the battlefield. But this mission had left a strange impact on them…An impact that seemed more profound than they were able to process.

This mission had been the first glimpse of the world outside the war zone for them in a long time. Many of them who had long since pushed aside the memories of their painful pasts had since forgotten what it was like to be in the normal world where everybody lived without the slightest clue as to the lies which dominated their reality. While they knew many truths that few people outside the upper echelons of power knew, seeing how everybody lived in their own little world was…Strange to say the least.

They had seen things they had not known existed…They had watched as people experienced things that they had never experienced. Their lives were so centered around the rigors of Shadow Cell and being soldiers that it was almost as if there was no other life out there to them. It gave them a lot to think about, for this was the world they had sworn to protect to the death and only now had they actually caught a glimpse of it.

"So what do you think is going to happen now?" asked Wanda, breaking the silence as they rode down the highway, acting as just another speck in the vast sea of ambiguity.

"With what? The world or the mission?" said Vincent, who was sitting right next to her as he so often did.

"Both, actually…" said Wanda as she remembered back to all the things she had seen throughout the course of the team's observations, "We found out a lot of things about our targets…Most of which is only questionably significant at best. But what do you think Shadow Cell will do with the information we found?"

"That's not exactly up to us, Wanda," said Jean, speaking only from what she knew about how Shadow Cell functioned, "They'll take what the need from that information back at the base and decided what to do with it on their own. We don't take sides in any conflict whether it involves mutants or not. We're just the messengers."

"Hey, messengers or not, they still have to do something with that data," made Vincent, "It's only a matter if what they decide to do includes us."

"Well this is a mutant situation…And we're all mutants, aren't we?" said X23, "So wouldn't we be the first ones they turn to in having to deal with them?"

"True…But that could also make us the last," said Scott in response, "We've just gotten a first hand look at the way mutants are being perceived out there. There's hate, fear, and uncertainty dominating over logic and rationality. And we know of people like that back at the base…"

"You must mean the Colonel," said Wanda, her tone immediately becoming distasteful upon his mention.

"Is there anybody else who could fit that description?" made Scott.

"But still…" said Wanda, thinking her point hadn't been made yet, "What we saw out there…It was way more than just unabashed fear and anxiety. We saw people out there…Regular, ordinary people living their lives in wake of such great shock and terror who have no idea just how complicated the world is. They didn't have to fear, worry, or even think about a fraction of the shit we have to stay sharp on 24/7."

"Makes you kind of wonder what it's like out there, doesn't it?" said Vincent, knowing where Wanda was going as he saw that distant look in her eye.

They all fell silent once again, trying not to think so much about something that should have been trivial, but it continued to stick with them even as they tried to push it aside. Some of them like Scott and Jean who had been lucky enough to have a childhood before it was all taken away from them in a span of a single moment had long since forgotten what it was like to live in such a world. Memories of the times before their powers manifested had faded over the years because of all the rigorous training that helped pound out the weakness that they caused as a result. Yet now upon seeing the world outside of pain, suffering, and duty…It had given them a taste of what they could never have because of what they were.

"Do you ever think about what our lives would be like if we hadn't been recruited by Shadow Cell?" said Wanda, finally breaking the silence.

"I'd be lying if I said I didn't…" said Vincent in response as he felt Wanda take his hand and give it a gentle squeeze, a sight which X23 couldn't help but take note of after the conversations he had with Jean over the mission about love.

"We all would…" said Scott, speaking from experience, "But every time I think about how things would be if Dr. Essex hadn't came to me that day…I always think about the suffering that would have pervaded."

"Yeah…Me too," said X23, shifting uncomfortably at the thought of being in Hydra any longer than she already had been, "I don't even have memories of a time before Shadow Cell where I wasn't suffering."

"It seems like a paradox in some ways…" mused Jean as she found herself looking out the window and watching the world outside speed by, "On this mission, we saw the kind of lives that we never had the chance to live…Yet even if we hadn't been taken in by Shadow Cell, we would still be stuck in another more painful existence where that kind of comfort and carefree mentality is completely denied to us."

"Yeah…It does seem like a no-win situation when you think about it," said Scott, who had long since tried to shut aside memories of all the suffering he had endured up until Dr. Essex found him, "I guess one could say that the boundary between living a life of strife and a life of ease is a one way gate…Because once you cross that threshold, there's no going back."

"We're definitely proof of that," said Vincent, unable to even think about a life that wasn't driven by pain and struggle, "But then again, in some ways that strife makes us stronger. I doubt I ever would have survived even half the things we've been through if I didn't have parts of my past to go upon."

"No kidding…" said Wanda, still holding is hand as she gave it a firm squeeze, "Sometimes I think that I was partially driven by memories of my father and the asylum he threw me in to fight harder and push myself further."

"I could probably say the same for me with Hydra," said X23, her voice brimming with hatred as she said that word.

"But in the end…It helped us to become who we are today," made Scott, "We may have lived painful lives and there's no doubt they're always going to stick with us no matter how must we fight them…But the key thing to remember is that the things we've lived through and things we've suffered along the way have taught us to be strong and given us the drive that gets us out of a tight spot time and time again. We may have to live with our memories, but we sure as hell don't have to let them weaken us."

That seemed to lift their spirits somewhat as they thought about what was going to happen next as a result of this mission. It had gone differently compared to the many other missions they had experienced in the past. This one showed them things they had never seen before and made them think about things they had never thought about before. Watching the X-men, the Brotherhood, and the countless masses around them live their lives in the tumultuous world they had swore to defend had been a unique experience for all of them…And as soldiers, they hoped to make it so that such an experience would help to make them stronger for whatever tasks lay ahead of them.

As Shadow Cell returned to base, they went through the usual routine of extensive security checks and strict GURSO oversight. As always they stayed silent and obedient as they changed out of their loose fitting casual attire to their more familiar and comfortable base uniforms. Upon completing their usual post-mission protocol, the five mutant soldiers reported to the debriefing area where the General and Dr. Essex were waiting for them.

"Another job well done as always Shadow Cell," said the General as they all respectfully saluted their superior, "I apologize for you being pulled out so abruptly, but such actions were necessary given the circumstances."

"Thank you sir, but Dr. Essex seemed somewhat urgent when he ordered us to pull out," said Scott, speaking what he knew the rest of them had been pondering ever since they received the order to end the mission early, "We weren't given a reason for the order, but we…"

"It's okay Cyclops, I know your concern," said the Dr. Essex, cutting him off before he could finish, "I did what I did for a reason and the General here knows it. And with the data you found was more than enough to establish a solid database on the X-men and the Brotherhood."

"Sir, but there were still objectives left for us to carry out…" argued Jean.

"You obtained everything you needed," assured Dr. Essex, "That alone equates to a successful mission."

"Dr. Essex is right," said the General in agreement, going off the report he had been given not long after the order, "We had to pull you out because some of the data you retrieved hinted that the leader of the Brotherhood, Magneto, may be close to initiating some sort of plan with the Brotherhood. Now we don't know where he is or what he's planning, but rest assured, we will find out."

It wasn't a full explanation, but it was good enough for the five mutant soldiers and the General to believe and that's all Dr. Essex needed as he suppressed a slight grin. The tension among the five soldiers concerning the abrupt abortion of the mission eased slightly, but there were still lingering questions as to what exactly he was planning. But for some, it wasn't just the plan that was worrisome…For some, that name itself, Magneto, triggered something…Particularly in Wanda.

Jean immediately sensed a surge of weariness in her mind that she could not ignore and Vincent saw her tense slightly. But as she had on so many other occasions in the past, Wanda locked it all away and did not show her anxiety in the presence of her superiors and her teammates.

"Sir…Just what exactly do you suspect?" asked Wanda, feeling as though she had to say something, "And exactly who is this Magneto character?"

"I'm afraid we cannot say for certain yet my dear. That's part of the reason why I pulled you all out sooner than planned," answered Dr. Essex in a reassuring tone, "As for Magneto…That is another matter that you should best leave to us. Is that clear?"

Although Wanda had a lingering feeling in the back of her mind, she stayed dutiful to her superiors as she and the others had ever since their recruitment. But the tumultuous thoughts that Jean was still sensing and the sudden state of tension that seemed to take hold of her earned her a concerned look from her friends…Especially Vincent. However, now was neither the time nor the place to dwell on it as she simply answered as any good soldier would have.

"Yes sir."

"Don't try to worry too much about it," assured the General as he took over, "Just stay alert and ready like you always have and we'll let you know when we understand the nature of this threat. Now the Colonel and I have to leave for Washington to discuss this data with the higher ups. I don't know how long we'll be gone, but Dr. Essex here will relay any course of action we decide. Until then, your training sessions will be stepped up to level eight just in case a decision comes. Again, good work as always. At ease, Shadow Cell."

The General then left under the escort of several lieutenants who would accompany him and the Colonel to Washington on the unmarked private jet they used to get around the country when they needed. Their schedule was tight, so they needed to leave immediately…However, unknown to them, such actions were playing perfectly into Dr. Essex's hands as he led the five mutants back to their quarters.

Along the way, they passed Magnum, who had been watching the whole debriefing as she so often tended to do. She was casually doing a few gun slinging tricks as she watched her loyal pupils pass her by surrounded by armed GURSO soldiers. She looked as stoic as she always did…But as they passed her, Dr. Essex gave her a slight nod, almost smiling somewhat as he continued down the hall with his five proud creations as he had many times before…Only with this simple action, he had done so much more. Unknown to anybody other then him and Magnum, he had just signaled her to begin what they had planned, for the time was finally upon them.

* * *

The five mutant soldiers proceeded to shower after having been debriefed and checked through the last couple of security barriers. Dr. Essex had plenty of other things to take care of while Shadow Cell took some time to recuperate, for he knew they would need their strength for what was to come. As always, they had to shower under the watchful eye of an armed GURSO soldier, but that was the last thing on their mind as they took the time to simply let their minds and bodies ease in spite of the rigors and complications that seemed to always pile up for them.

For Scott and Vincent, one of the most dominating things still festering in their minds was the explanation Dr. Essex had given them in the debriefing for pulling them out. While it seemed valid in many ways…The way in which he seemed to react to that data they sent him just didn't sit right. As soldiers, they were trained to be experts in the arts of perception and from what they so vividly remembered, there seemed to be more than they were willing to tell them.

"Hey Scott…" said Vincent in a tone quiet enough so that the GURSO soldier watching them wouldn't hear, "Do you believe that excuse Dr. Essex told us?"

Scott took a moment to think about that, for he had been going over the incident in his head many times as well. While neither of them ever thought of Dr. Essex being one to keep big secrets from them, a part of him couldn't deny the uneasiness he felt upon that fateful moment.

"Does it matter what we think?" said Scott in response.

"Probably not…" said Vincent, knowing he had a point, "But off the record…I don't think he gave us the whole story."

"Neither do I…" said Scott under his breath.

They both fell silent once again as they finished their shower, but their minds still dwelled upon their lingering feelings of uncertainty…Not knowing where it would lead them or what would come next.

* * *

Over in the girls' shower, Jean, Wanda, and X23 had similar feelings of anxiety concerning the mission. But for Wanda, there were other reasons for her feeling such tension…All of which centered around that name the General had said…Magneto. Part of her couldn't help but wonder…Could it really be him? Could the big threat that Dr. Essex and the General had told them about be the man whom she loathed more than anything in the world? 

She kept telling herself that it couldn't be him…It couldn't be her father. But that name…Magneto…She vaguely remembered him using that name around her before he threw here away into that horrid asylum. She knew he had the power to control magnetism…For he had shown her from an early age that he was different…Or 'superior' as he often called it. But she didn't want to believe that he had somehow worked his way back into her life…She kept telling herself it wasn't possible.

Her tension did not go unnoticed by Jean and X23. Jean kept picking up stray thoughts, which was unusual in of itself given how much they all guarded their minds. X23 also noticed breathing irregularities and heart rate abnormalities at times, mainly when she thought back to the few memories she did have of her father. But Wanda hid it well and only those who truly knew her could tell and they wouldn't let it go ignored.

'Wanda…Are you sure you're alright?' sent Jean via telepathy in an attempt to give her something to focus on other than her own thoughts.

'I'm fine…' she answered in a predictable fashion.

'Then why are you so tense?' asked X23, showing that Jean wasn't the only one who had noticed something.

'I'm not tense…' she told them sternly.

'Bullshit,' sent Jean in response, 'Come on Wanda…We know you.'

'I don't want to talk about it…' she sent, still trying to tune out her lingering anxiety.

'Does it have to do with Vincent?' asked X23, remembering back to how she was acting with him during the ride back.

Both Jean and Wanda cast a glance upon the younger girl. While Jean knew about what they had discussed back at the Xavier Institute during the mission, Wanda had no clue where that idea had come from.

'What are you talking about? Why would it be about him?' she sent her with a certain level of rancor that she normally never used when she wasn't on a mission.

'Well…' began X23, ignoring the warnings Jean seemed to be giving her with the expression on her face, 'You were holding his hand the whole way back on the drive and well…I kind of saw a few things during the mission that made me think about how you two have always interacted with each other. I just…'

'Nothing's wrong between me and Vincent…' she sent, cutting her off.

'She never said there was, Wanda,' sent Jean, feeling as though she probably just gave herself away with what she had just told them.

Wanda fell silent and didn't say anything in response. This was the first time in a long while either of them had ever mentioned the way she acted around Vincent. In the past, they had made comments about how she seemed closer to him than anybody else, but they had never insinuated that it was anything more than mere interaction. And for the most part, that's what Wanda wanted to think as well…Only, that wasn't what it truly was and she knew it at heart.

She and Vincent had long been close…But never did either one of them ever allow it to go any further then the unspoken closeness that existed so strongly between them. It wasn't like Scott and Jean…But then again, she didn't fully understand that either because her capacity to experience such emotion had been so sharply tainted by her past. Wanda had long believed that her father and the insane asylum had robbed her of the ability to feel affection for another. Yet as a member of Shadow Cell, she had learned to feel such things as companionship, friendship, trust, and comfort with her fellow soldiers. Only with Vincent…It extended somewhat further.

'Wanda…' began Jean, who was starting to get a little concerned for the young woman who had been like a sister to her both on and off the battlefield.

'I'm okay…Really,' she assured them, 'I just…I don't want to talk about it right now…I can't.'

'Okay…' sent X23, now feeling somewhat bad because it looked as though she hadn't done much to help her, 'I'm sorry I brought it up. I had no right to…'

'No X…It's okay, really,' she sent her in response, 'I just…Need some time to think…'

After they all finished their shower, Shadow Cell was given a few hours to rest and recuperate from their mission. They would return to their rigorous training schedule soon enough, but until then, they needed time to rest.

* * *

Scott and Jean did not waste any time as they once again snuck into each other's room where they promptly enveloped each other in a tight embrace in a way they had not been able to do since the chaos of the sentinel incident. With what little time they had, they both made love in their usual, thorough, passionate manner…Enrapturing themselves through their link and whispering words of love to one another. There was no telling where any of this turmoil that the mission had brought would go and there was always the possibility that the next mission would be their last. But through the power of such a passionate moment, Scott Summers and Jean Grey managed to reaffirm to one another that no matter how complicated the world got, they had every ounce of clarity they needed with each other.

For X23, she decided to pass the time in her bedroom meditating, not feeling in the mood for sleep. Yet even as she did this, her thoughts drifted back to what she had seen with Wolverine back at the institute on the mission. She never expected to have to deal with his presence, but now that she knew he was out there…She couldn't get him out of her head. Dizzying thoughts of confusion and conflict still lingered within her every time she thought back to the moment when she first saw him. He was the man whose blood created her…He was the one whom she had been trained to succeed where he had failed. She felt as though by looking at him…She was looking at a part of herself. It was uncertain if she would ever encounter him again on a future mission, but he had already left an impact on her…And it was an impact that X23 had yet to fully ascertain.

While the others rested and recuperated in their own way, Wanda found herself stuck in a daze as she simply sat upon her bed hugging her knees. She was tired to say the least, for the whole unit hadn't been allowed to because of the mission for the past three days straight. Now she finally had a chance to get at least some kind of rest, but with her mind going a mile a minute, that was all but impossible.

She couldn't stop thinking about Magneto and the possibility that it could very well be her father…A man she had been trying so desperately to forget ever since that fateful day when he threw her into the asylum. While nobody had directly said it was her father…Her instincts told her that it had to be him…She didn't know how, but it just had to be.

The prospect of dealing with her father again was bad enough, but then there were also those cryptic words that X23 had said to her earlier about her and Vincent. As much as she would have liked to forget it at a time like this, it continued to hang strongly over her mind. Even though she probably would have denied it even to her closest comrades, she had long accepted the fact that she had deep feelings for Vincent. She remembered how strange, yet profound it felt the first time saw those enchanting blue eyes staring back at her on that fateful day when she was taken out of the asylum…She remembered how he reached out to her in a way no one else ever had. He held her hand when she felt so hollow and alone…He gave her a unique sense of comfort whenever she was in his presence. Nobody else had affected her in such a way before and a part of her was scared of that. Even though she had lived through abandonment from her father, the nightmare that was the insane asylum, the rigors of Shadow Cell training, and countless missions of unparalleled danger...The only thing that had ever truly scared her was how she felt about Vincent.

As Wanda Maximoff struggled to cope with her seemingly unending problems, she suddenly heard a knock at the door that jolted her out of her daze, followed by an all too familiar voice.

"Wanda…Wanda it's me," said Vincent from the other side in a soft voice.

"Vincent?" she said, not expecting to a visit from him at a time like this, "Is that you?"

"Yeah, it's me," he answered in response, "Is it alright if I come in?"

Wanda briefly debated that for a moment, not knowing if letting him in would only compound to her problems. While sneaking into one another's room was nothing new since they did that with a great deal of regularity especially when she first arrived with the asylum still so fresh in her mind, they had never done so when she was dealing with something like this before. Part of her didn't want to let him in and allow those haunting blue eyes of his to only add to her conflicted state…But the thought of pushing him away was simply inconceivable to her and too much of her needed his comfort now more than ever.

Finally, without saying another word, she got up and opened the door to see Vincent Freeman standing there before her with a concerned look in his eyes. Not wasting any time, she let him in and shut the door so that the prying eyes of the GURSO soldiers couldn't tare them apart when she so clearly needed him.

"It's been a while since we've been able to have a moment like this…" said Wanda as she sat on her bed with her long time friend and fellow soldier.

"I know…But I was worried about you, Wanda," said Vincent as she sat next to her, watching as she once again became enveloped in that distant daze she was in during the debriefing, "You looked so troubled during the debriefing."

"Well…We all were to some extent with this mission," said Wanda in response, still not willing to openly admit what was truly bothering her.

"Not as much as you…" said Vincent, not skipping a beat, "Come on Wanda…I know you…I know you better than anybody. Something's bothering you…I can tell. Please…I just want to know."

"It doesn't matter…" she said, still holding back as she was so used to doing when it came to her past.

"It does to me, Wanda…" Vincent responded in a strong tone.

He then moved in closer to her and took her hand as he so often did whenever she felt as though she didn't have the strength to go on. Even before she had become the strong, deadly soldier she was now, his touch had always been a way for her to find strength that she otherwise never would have had. Looking back into his concerned eyes, Wanda felt a lump forming in her throat. She didn't want to talk about it, but under the penetrating gaze of Vincent Freeman's eyes…She knew very well that she didn't have the strength to push him away.

"It's my father…" she told him, finally letting the truth out.

"Your father?" said Vincent with a surprised look on his face, not expecting that of all explanations.

"Yes…My father," she said, the look on her face growing more bitter as a multitude of the painful memories associated with him once again flashed across her mind, "I think…I think he may be Magneto."

Vincent needed a moment to digest that, for he knew that when it came to Wanda, nothing was more difficult for her than dealing with her father. She could handle herself on the battlefield with ease, doing the impossible and making it look easy in the process. But when it came to her father…It had always been a struggle for her. He clearly remembered how difficult it was during her early days at Shadow Cell when she suffered vivid nightmares of that fateful day when he threw her away. He remembered how sometimes she would sneak over to his room or he would sneak over to hers to be there for her when they became too much for her.

Such memories were among the few peaceful moments in their otherwise tumultuous lives. For Vincent, the nights he spent with her were among the few nights he didn't have to cry himself to sleep or deal with the vivid nightmares of his past from the Prodigy Project to the image of the destroyed orphanage that still resonated with him. But as they got older and became increasingly hardened by Shadow Cell, such visits to one another's rooms had become less frequent. In many ways, the both of them still harbored a fear that such actions would later have consequences they were not prepared for…But at the moment, neither of them cared too much about that as Vincent snaked an arm around her waist and held her closer to his warm body.

"Wanda…You don't know that for certain," said Vincent, trying to ease the tension he could so clearly feel within her.

"I know…But I just have this feeling," she told him, going back to some of the memories that were now so fuzzy from all the years of intense training that had helped shut them out, "I remember…He used to use that name. He used to call himself that sometimes whenever he talked to me and my brother about how we were…Superior. I…I just…I don't want to believe that it's him, but…I can feel it…I can almost feel it in my bones that Magneto is my father."

Vincent gave Wanda a moment to calm down as her words seem to get the better of her as her voice strained under what she had just said. Wanda was never one to ever talk about her fears or her past with anybody and only her teammates knew of the full story. Yet for Vincent, he had been the only one to ever see just how truly devastating the affect such memories had on her…And he could relate, for she was probably the only person he had been willing to share the darkness that his past had left on him. And in the end, it was that understanding that seemed to make them so close to one another…It was that connection that seemed to draw them to a level of closeness that they did not share with anybody else.

"And now you think that we may go up against him, don't you?" said Vincent in a soft voice as Wanda rested her head against his strong shoulder, "You're afraid of facing him again, aren't you?"

"No…I'm not afraid," she told him in a stronger tone, "I just…Whenever I think about him and what he did to me, I get so angry inside…I feel this cold, hard rage that just makes me want to cause him all the pain he caused me."

"Wanda…That's just anger…And it's something I know you have a right to feel after what happened, but…No matter what you say, it's clear that a part of you still knows he's your father," said Vincent, trying hard to give her something to help ease her pain.

"Father or not…He took so many things away from me without even the slightest hint of remorse that he has to pay…After everything he did, I want to make him pay…" she said, her words now brimming with hatred towards the man she once called father.

"Wanda…You know vengeance never does anything to make it go away in the end," Vincent told her, feeling her relax a bit as she rested against him, "One of the first things we were taught here was the futility of vengeance…How it just makes things worse in the long run because it doesn't make those inner wounds go away. If anything, it makes them worse."

"But every time I think about it…I get so…" she began, but she was unable to finish as she pretty much collapsed in Vincent's arms.

"I know…I know," he told her as he began to gently stroke the side of her face, "It hurts…Believe me, I know how much it hurts. But we have to stay strong…We can't let memories consume us."

"I know…But what if…" she began again, but this time Vincent cut her off, not willing to let her go down that road she had been so many times before that had only brought her more pain.

"It'll be okay, Wanda…I promise you…It'll be okay," said Vincent as he looked back into her weary eyes, "I know there's no way of telling what the future holds for us…But I know that whatever it may be, you're strong enough to handle it. I know you are…You've shown that to me more times than I can count. I know it's hard dealing with the bad memories…But you must never forget the ones that make you stronger."

His words resonated deeply with the troubled young woman he had grown so close to since that fateful day he first saw her huddled in a dark corner of an insane asylum. He continued to look at her with his powerful gaze…The same gaze that Wanda had found herself drawn to that fateful day when she first met him on the day of her recruitment. Then, Wanda proceeded to wrap her arms around his neck and hug him close for the comfort that only he could provide her. Even though she had scoffed at X23's earlier words, she knew what she felt when she let herself once again grow enraptured in this man's embrace.

"Promise me you'll never forget…" said Vincent as he relished in the feeling of having this woman's arms around him in such a profound gesture of closeness, "Promise me Wanda…"

"I promise…" she told him with every intension of keeping it as her duty as a soldier…And as something much more.

Both Vincent and Wanda continued to huddle close together, helping to ease and alleviate the tension that had so strongly consumed them. There was no telling where things with their most recent mission would lead…There was no telling what the future held for them in general. But they had long since grown used to that feeling since becoming a part of Shadow Cell…And with moments such as this where they had something solid and true to hold onto, none of it truly mattered to them as they held all the hope and strength they right there with each other.

Neither Vincent nor Wanda know how long they stayed together in the darkened room, simply holding onto each other and helping to ease the ever present tension that came with being a part of Shadow Cell. They felt as though they finally had the strength to get a little sleep. Even though it wouldn't be long before their drill sergeants came along and started bellowing orders at them for another round of intense training, they wanted to get whatever rest they could to give them the strength they would surely need.

Then suddenly, just as both Vincent and Wanda found themselves finally starting to nod off, they were abruptly awakened by the sound of their door being flung open. Immediately, they grabbed their guns that they had stashed under Wanda's pillow, but when they saw that it was Magnum, they simply froze under her penetrating gaze as she delivered one cryptic message to them.

"Get up…Dr. Essex has a little something to discuss with the lot of you."

* * *

AN: That's it for now folks! Things have definitely taken a sudden turn for Shadow Cell whether they know it or not and in the coming chapters, you'll see just how great a turn they will take with the events that have already been set into motion! And what did you think about the Vincent/Wanda parts? I know it's not a regular pairing, but I want to make it every bit as meaningful as this story progresses. Thanks again Agent-G for letting me use it! So what do you all think so far? Do you like where this story is heading? Do you want to see the thrilling twists and turns that are sure to come? Please tell me! Send me your reviews via email or post them on the fanfiction website! I don't care which one you do, as long as your review! Thanks a lot for reading everybody and I wish you all the best!

EMAIL! POST! DOESN'T MATTER WHICH ONE! JUST PLEASE REVIEW!


	24. Secret Mission

**Sinister Soldiers  
Chapter 24: Secret Mission**

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* * *

The reviews are dwindling AGAIN! Please don't let them die down! But for those who did review, here's a quick word to those kind souls!

**Heartsyhawk: **Yay! It's great to hear from you again my friend! Don't call yourself a bad reviewer, at least you found the time. It seems as though many others haven't, so that alone should say enough! I'm glad to hear that you like how the relationships are progressing. Scott/Jean and Vince/Wanda is sure to have some major developments in the future and trust me, they will be a factor! And in regards to the reunion between Wanda and her family, just wait and see! I hope you like it! As always, it's a pleasure hearing from you my friend! I hope you can continue to find time to read and review my story! Thanks for all your support! Peace out my friend!  
**Jenskott: **Sorry about the cliffhangers my friend, but they do help move things along easier, especially with these lengthy chapters. And besides, who doesn't enjoy a little suspense every now and then! And if you think the last one was big, wait until you see what I have in store! Hope you like it! Thanks for the review my friend! Peace out!  
**Agent-G: **Glad you liked some of the backstory I leaked in there. That scene with X23 and Jean was also something I had a lot of fun with. I figured that she'd want some answers after what she saw with Logan and Ororo, but it's still clear that she's got a lot to learn. As for the Vincent/Wanda thing, I guess it is kind of like the Scott/Jean bit in the show, but it kind of goes back to what you mentioned earlier about their reluctance to get close to anybody. It'll continue to develop, but they'll probably have to take it slow…Especially with the complications to come! Thanks as always for the feedback my friend! Stay cool like you always do and peace out!  
**Wen1: **It's slightly more complicated than that…But trust me, Scott and Jean are an important part of it. You'll just have to wait and see later on! Hope you like it! Peace!  
**Mark C: **I know Magnum's actions still seem suspicious, but she has her reasons and believe me, they'll come into play soon enough. I'm glad you like how I've handled the relationships thus far my friend. They are an important part of what's to come. Stay tuned to see just how much so! You won't want to miss where it goes from here! Thanks for the review my friend! Peace out!  
**Simba317: **Yay! I hear from one of my favorite reviewers! I always look forward to seeing you're oh so insightful comments and this is no exception! I'm glad you like how I'm handling the pairings with Scott/Jean and Vince/Wanda. There are so many different aspects to the both of them worth exploring and with their lives being so complicated, it leaves much to be explored. As for Sinister, there's a reason why he trusts Magnum so much and there's a reason why she's helping him. However, that's a little secret that you'll have to read on with in order to uncover! Now they have bigger problems at hand with Asteroid M and that's only going to further complicate things as Sinister begins to make his move! And knowing Sinister, he usually has a knack for leaving his mark! Thanks as always for the fantastic review! I can't tell you how much I enjoy them! You rock my friend! I really appreciate all the support you've given me! Peace out!  
**KaliAnn: **Yep! That's Sinister for you! He knows how to keep himself occupied. It's sure to leave an impact, especially on Shadow Cell, but trust me, all will be revealed in due time! Thanks a ton for the review girl! It's always a pleasure! Hope you like where this goes and peace out!

Also, a special thanks to: **Quillian, X00001, Gothik Strawberry, Amazing Redd Phoenix, and skin2skincontact.**

Read it, enjoy it, and review it folks! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

* * *

Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 wasted no time in getting dressed and reporting to Dr. Essex's office. Although from the get go, they could tell that something was slightly amiss. While they whole heartedly trusted him as their guide and mentor who had brought them out of the collective hell that was their past lives, they couldn't help but get an ominous feeling as Magnum led them to his office.

"Hey, where are all the GURSO soldiers?" asked Jean as she looked around the halls as they passed through the upper levels of the facility, "Don't they have to be here and have their guns pointed at our backs like always?"

"Don't worry…I took care of it," said Magnum in her stoic Russian tone.

"But…What about the Colonel or the General or pretty much every other officer on this entire base?" said Vincent as he kept looking around, finding none of the usual swarm of fully armed soldiers ready to blow their heads off at a moment's notice.

"You need not worry about that at this point. GURSO has been given another little task to carry out."

"Another task?" said Scott, finding that hard to believe if not impossible, "I thought their sole task was keeping us in their gun sights?"

Magnum remained stoic as the five mutant soldiers continued to sense a rather ominous feel about their current situation. Since they had joined Shadow Cell, there was no instance they could remember when the GURSO unit wasn't guarding them or looking over them with their weapons at the ready. It was one of the base protocols of the whole facility and the project in general and they knew how strict the leaders of the organization, Dr. Essex included, were when it came to protocol.

However, Magnum wasn't talking…For she would leave that task to Dr. Essex. As dutiful as her students were, there were still many things they were not yet ready to know. Growing up in a life so regimented and strict had placed them so firmly in the mentality that every aspect of their lives were regulated whether they were training at the base or in the field on a mission that it was definitely cause for concern when one simple aspect of their existence was changed. But to Magnum…There would be plenty of time for answers later…For as strong as her students were, they were still somewhat naïve in the manner in which they perceived. And they would stay that way until they were ready…Whenever that may be.

"All your questions will be answered shortly my students," said Magnum as she led them down one of the main executive halls of the base, "There is a reason behind the suspicions I know you feel. But such feelings aside, you had best not concern yourselves with the minor details for now. Dr. Essex has already taken care of it…"

Shadow Cell once again fell silent as they simply followed Magnum down the unoccupied halls. It was still a strange feeling not having a platoon of heavily armed men packing enough firepower to wipe out a whole city block concentrated on them, but they pushed such thoughts aside for now, trusting that there was a good reason for all this and they would find out soon enough.

Once they got to the end of the hall where the offices of the Colonel, the General, and Dr. Essex resided, Magnum led them into the office where their next fateful challenge awaited them. Even though they had been in this office before on a few occasions in the past, it was always a big deal for them because whenever they entered, they would come out with their lives being very different. This is where they went when they were first issued their customized uniforms…This is where they were given the details of their very first mission…And this was where they had officially chosen the codenames they still bore to this day.

It was for that reason and many more that they could not yet fully ascertain that Shadow Cell was certain that what Dr. Essex had to say was of the utmost importance. And they would soon find out just how much such feelings would be affirmed as they approached the desk of Dr. Nathanial Essex and stood respectfully before him, ready to receive their orders.

"Ah my most dutiful children…" he said to them as he looked back at them with an ominous grin on his face, "I apologize for interrupting your much needed period of rest…But I'm afraid there is something of far greater importance at the moment."

The five mutant soldiers were completely silent as they listened attentively to their mentor who had been nothing short of a father figure to all of them since the fateful day he entered their lives and took them into this complicated existence. Dr. Essex had prepared a few holographic images for them in order to best explicate what he would require of them for this most important of tasks.

"First off…Yes, I know the GURSO unit is not present during this little meeting," he said, addressing their first major concern right off the bat, "And yes…I ordered it so without approval from the Colonel and the General."

"But sir…" said Scott, still finding it hard to believe that anybody at the base would allow them to exist outside of the crosshairs of the GURSO unit's guns, "How did you pull that off? And how can the Colonel and the General not know?"

"Simple tricks Cyclops…That's all you really need to manipulate a world such as this…Simple tricks," said Dr. Essex with a confident tone, "They all believe they have a place to be…They all believe what they are seeing right now is nothing out of the ordinary…And I simply made sure they do not have a reason to question it. Like a magician, it's only a matter of making them see exactly what I want them to see. You of all people should know that lies and truth can be one in the same as long as they are believed."

"But why sir?" asked X23, not used to any such break in regiment given her life both in Shadow Cell and Hydra.

"Because this needs to be secret my children…" he told them, adding to the overall ominous feel of their current situation, "What I'm about to tell you must not under any circumstances leave this office. Now I know it's a major breach of Shadow Cell protocol…But when you see for yourselves what I have to show you, I believe you'll understand."

The team of young mutant soldiers didn't comment or question the doctor in the slightest as he typed a few commands on his computer an activated the holographic projector. Then, upon his desk, several familiar images appeared before them as Dr. Essex began what he knew would be a moment to remember for each of them.

"As you all know…The data you gathered on the X-men and the Brotherhood was of the utmost importance for both national and global security," said Dr. Essex as he filtered through a few images of the X-men, "And as you also know…I pulled the plug on the mission early…But as I think you all probably have suspected by now, it wasn't for the reason I gave."

A strange feeling came over the five soldiers of Shadow Cell as they looked back at one another with a concerned expression, feeling as though all the uncertainty and suspicion they felt had actually been confirmed. This definitely garnered a great deal of their interest as they looked at a few holographic images…Many of which they took throughout the course of their mission.

"Now I understand the magnitude of my actions…But it was all for a good reason, I assure you," said Dr. Essex as he prepared to go to a few images that he knew some of his children may find disturbing, "First off…The initial protocols you were given to work off of for the mission were not exactly complete. We left a few minor details out…Some of which I think you all discovered during your observations."

Then, an image of Wolverine came up and X23 quickly tensed. The others quickly saw this and looked back at her as a troubled expression fell over her as she locked her sights on the man she that had so ardently confused her and caused a great deal of tension and stress.

"What you are seeing is not a fluke…That is the real Weapon X himself…The first ever attempt by our government to make a living breathing weapon and the precursor to Hydra. Yes…We knew he was a part of Xavier's institute…And yes…We kept it from you, X23."

The former living weapon gritted her teeth and forced herself to take deep breaths as she looked back at the image of the man responsible for her existence. At first she thought it had just been a one in a million chance that she just so happened to stumble onto. But as her experience always told her…Chance is only relative to what one knows of their world.

"But…Why?" she said as she felt Wanda and Jean place comforting hands upon her shoulders, helping to calm her down.

"Because we didn't want it to affect you my dear…" said Dr. Essex in his defense, "We were concerned that if you had known, you would have gone after him as I know your instincts so sorely desire…And from what I can see, I now know that such actions were justified."

Such actions still didn't sit well with X23 or the rest of the team for that matter since they never thought that Dr. Essex would keep something of such importance from them. They could see the Colonel doing that any day of the week…But Dr. Essex on the other hand was the one they were supposed to trust in the utmost. And unfortunately, there was so much more he had to tell them that would continue to erode that belief.

"But I'm afraid that Weapon X was a mere lead in to the true reason why I pulled you out. What truly made me so concerned was what you uncovered about the Brotherhood and Magneto…And as was the case with Weapon X…There was another little detail that was left out of your main protocols."

Dr. Essex then brought up an image of the master of magnetism himself…Magneto. And as soon as Wanda saw it, her eyes widened and her emotions immediately took hold…For all the anxiety and tension that she had been experiencing since the end of the mission had just been affirmed. Magneto…The man whose name evoked so many mixed feelings within her…Was her father. He was the man who threw her away into that heinous asylum all those years ago and left her to suffer.

"No! It can't be!" she yelled as her eyes began to glow and her powers began to simmer beneath her skin.

The lights began to flicker throughout the office and a few small objects began to rattle. Dr. Essex had expected as much, but even he couldn't have foreseen the usually reserved Scarlet Witch react with such fury. Then again…This did concern her father and if there was any issue on the planet that could get her so worked up…It was him.

"Wanda…What's going…" but Scott was unable to finish as Wanda's reaction continued to escalate as she looked into the eyes of the man she hated so much.

"It's him! It's him!" she yelled as her powers continued to cause light tremors throughout the office.

"What? Who is it?" asked X23, not knowing who exactly she was talking about.

"My father…" she said, her voice now speaking under a powerful strain, "He's…My father…"

Vincent immediately took action as he placed his hands upon Wanda's shoulders and allowed her to take his hand. Her breathing was still erratic as she looked at the holographic image with such intense revulsion and hatred…But gradually, Vincent managed to calm her down with his words.

"Easy Wanda…Easy," he said in a soft tone, "It's alright…It's alright."

Eventually, the room stopped shaking and he lights stopped flickering as the rest of Shadow Cell anxiously clamored around their distraught comrade and friend. They had not expected such a powerful reaction from her, but given what they knew about her past with her father…It was definitely understandable.

Dr. Essex gave his children time to calm her as only they could while he prepared for the next big revelation. Seeing Wanda's reaction to the mere sight of her father had triggered more than he ever could have imagined…Which actually made Dr. Essex grin slightly, for it gave him a few ideas as to how to use such feelings in the future should they be necessary. Magneto was once his ally…But when they parted ways, he knew he had become his enemy. And after what he had planned…He'd give the old holocaust survivor plenty more reasons to hate his guts.

"I'm sorry you had to see that my dear…" said Dr. Essex with a certain level of compassion in his tone, "But now you see why I kept it from you."

"But…" began Wanda, still struggling to recover from the shock of what she had just seen.

"I know it hurts to see the face of the man who caused you so much pain, Wanda…" said Dr. Essex, not letting her finish, "But if you had known…Would you have been able to stop yourself from reacting in such a manner?"

Looking back into the eyes of the man who had been more a father to her than Magneto ever could have, she finally managed to swallow her bitterness and concede to his actions. As much as she didn't like them…It was clear that he had kept it from her for a good reason…For if she had known, she doubted she would have been able to control her emotions. It seemed as though no matter how much training she went through or how many skills she mastered…The one thing she could never fully ascertain were her emotions…Whether they be about her father or otherwise.

"No…I wouldn't have," she finally told them, hanging her head low for having allowed herself to lose control after everything Dr. Essex had taught her, "I'm sorry Dr. Essex…I should've…"

"It's okay my child…" he told her in an affectionate tone, "You need not apologize. I can't say I blame you. But as hard as I know this is for all of you…I'm afraid there is much more to it than even I could have foreseen."

Dr. Essex then proceeded to bring up a few images of the Brotherhood boarding house and a few more of Magneto. Now that he had gotten through the first difficulties concerning what he had kept from them during their mission…He could get to the more complicated parts. He knew that what he had in store for them was going to completely diverge from the usual Shadow Cell operation procedures that they all had so dutifully gone by without question for so long…But all the trust he had garnered from them over the years would work to his advantage as he prepared to give them their most ambitious mission to date.

"What you see before you is the boarding house where the Brotherhood of Mutants operates out of," explained Dr. Essex as he filtered through some of the shots that Scott and Vincent had managed to take during their observations, "It's not fancy on either the outside or the inside…But it's the place they all call home. Now before you went on your mission…We all had reason to believe that Magneto was the founder and the mastermind behind the ideology and operation of the Brotherhood. It's his ideas they all believe and it's his path they wish to follow. While we didn't know exactly what he was planning beforehand…Some of the data you all collected gave me a pretty good idea."

"You mean from that phone conversation we tapped?" said Scott, remembering back to how that had been the moment where he had made the fateful decision to pull them all out.

"Indeed…At least in part," said Dr. Essex as he brought up an image of the shape shifting mutant known as Mystique, "The mutant you are looking at now is Magneto's right hand. Her name is Raven Darkholme…But she's better known as Mystique. She's a shape shifter and an ex mercenary with experience that one would be hard pressed to match. She is the one who recruited most of the Brotherhood members and she is the one who runs their day to day operations."

For some reason, Magnum tensed up upon seeing that image…But she kept it to herself and let Dr. Essex go on. She had her reasons…But those are reasons she had best set aside until the time was right.

"So she's the one Magneto trusts the most…" said Jean, putting together a few of the pieces on her own.

"Well…No quite Jean. You see…Based on the observations done by Scott and Vincent, it's logical to assume that the relationship between Mystique and Magneto is rocky at best. Based on some of the recorded musings of her and the phone conversations you were able to eavesdrop on, her participation can be thought of as slightly conflicted to say the least. Yet it is through her that Magneto's orders filtered through during the sentinel incident and it is through her that we believe his next plan will be unveiled."

"But what exactly is Magneto planning?" asked Wanda, her voice now filled with a new sense of determination to fight against the man who had caused her so much pain.

"That's where it gets a little interesting my dear…" said Dr. Essex as he typed a few more commands on his computer, "While I told the Colonel and the General that it was impossible to tell at this point…In reality, I am almost certain of what Magneto has in mind."

"How could you know that?" asked Vincent, still staying close to Wanda as she continued to feel a little tense about having learned of her father's involvement with all this.

"Because unlike everybody else here at the organization…I have been working with mutants for many years…And at one point, I had a more personal relationship with Magneto."

"Wait…You knew my father?" said Wanda, once again overcome with shock over everything she was hearing.

"Indeed I did, my dear. We once worked together in our study of mutants…But unfortunately, somewhere along the lines we diverged in our ideals. I wanted to study and help mutants…He wanted to use them to overthrow humanity. After that…We kind of lost touch."

"Yeah, big surprise…" grunted Wanda.

"Yes, it was a shame really…But in the end, it's how I found you my dear," said Dr. Essex as he gave the troubled young soldier a reassuring smile, "And now you all have a chance to show him the true folly of his insane ways…Which brings me to the task I have for you."

Dr. Essex then proceeded to bring up a small image of Asteroid M. While he hadn't told them the whole truth about everything thus far…They were accepting every word he said and he hoped to keep that up with the daunting task he was about to give him.

"What you are looking at is an image of Magneto's base…" he told the five mutant soldiers as they took in the sight of the unusual structure that only someone like Magneto could ever have dreamed up, "It is called Asteroid M…And this is where he has been planning his operations for many years now. I remember him vividly describing such a place where he dreamed he and the rest of the mutant race would take their fight to humanity…But I had no idea he had completed it. I only knew when I heard one of the many names he called this strange, fantasy place of his…Avalon."

"Avalon…" said Scott, immediately remembering back to the phone conversation they had recorded that had led to the abrupt ending of the mission, "That's what he said when he was talking to the shape shifter about on the phone…"

"Yes…And that was all I needed to hear in order to know with an absolute certainty that he had successfully completed it."

"And that's why you pulled us out early…" said Vincent, now finally beginning to understand.

"Indeed…And that's also why I've called you all here to my office on this very discrete task," he said as he prepared to give them the mission that would finally give him all he needed to accomplish his ultimate plans.

Once again, Dr. Essex brought up images of the Brotherhood boarding and showed a few images of the inhabitance inside, namely Mystique. The five mutant soldiers were now all ears as they listened intently on the undertaking they were about to take part in, for if Dr. Essex had seen it fit enough to keep it from the rest of the organization, it most certainly had to be of great concern.

"The mission before you is simple…Stop Magneto," he told them bluntly, "But as always…Such a task is easier said than done. Magneto is a special case, therefore we must use special means to stop him…Hence the lack of support from the rest of the organization because if we operate by all that red tape, there's a good chance we'll be too little too late in the end."

"So that means we won't have our usual tactical support from the info center or the war room…" concluded Scott, who was starting to get a feel for the kind of task they were dealing with.

"Indeed…You'll be completely severed from any contact be it emergency or otherwise from the base. Both Magnum and I will do what we can to cover for you using what we can with my office and we'll make sure that the rest of the organization is unaware of your absence."

"And how are you going to do that?" asked X23 curiously.

"Trust me…The less you know, the better off you'll be," stated Dr. Essex, which pretty much laid the matter to rest in their minds, "With the Colonel and the General in Washington, we'll have a nice, solid window to work with, but that still leaves a time limit on this operation."

"How long?" asked Vincent.

"Four days tops…Which should be plenty. Now we won't be able to enjoy the luxury of solid protocol or completely clear objectives, but we will have an additional resource that you all have so rarely enjoyed…Freedom."

"Freedom?" said Scott, not understanding what he meant.

"Yes…The freedom to operate outside of base rule protocols. And you'll need it for a mission with this many unknowns."

Such a concept was almost completely foreign to the team of young mutant soldiers since they had been so used to working out of a ridged structure of protocol and objectives in past missions. But protocols or not…A mission was a mission to them and as with any other, they would carry it out with the same level of efficiency and skill as they would any other.

"So what exactly do you want us to do in order to stop Magneto?" asked Jean, knowing Dr. Essex had to have some kind of plan.

"That my dear, is where in lies the complicated part," said Dr. Essex as he brought back up a few images of Asteroid M, "You see…As much as I am aware of Asteroid M's workings, I'm afraid I am completely in the dark as to it's location."

"Something as big as an Asteroid shouldn't be too hard to miss with a few scans of some spy satellites," said Wanda, already eager to go up against her estranged father.

"Yes, I thought so too…But unfortunately, Magneto has a cloaking device that shields his precious base in a holographic veil, rendering it invisible to the naked eye and spy satellites," explained Dr. Essex.

"You mean like the one covering this base?" asked X23, who was familiar with such technology since she had often used her keen senses to detect them.

"Exactly, only on a grander scale," affirmed Dr. Essex, happy to see that his creations' knack for perception had become so acute.

"So then how do we find him?" asked Wanda, feeling as though no cloaking could keep her from facing the man who once threw her away.

"That, my dear, is where the Brotherhood comes in," said Dr. Essex as he brought up images of the Brotherhood once again, "Based on the call you tapped earlier, it's logical to assume to that the shape shifter who answers to Magneto, Mystique, knows or at least has some idea of it's location."

"What about the others?" asked Vincent, not forgetting about the other young mutants they had observed.

"It's doubtful they'd know anything useful. If from what I know about him is any indication, I don't think he'd trust them all that much with such valuable information. So at this point, we can only surmise that the shape shifter will know anything of value. And rest assured, I doubt she'd be willing to reveal anything to us given her track record."

"So I guess that means I'll just have to 'coax' it out of her," said Jean, who was the main expert on interrogation of the group and had become pretty much the undisputed master of breaking anybody and everybody's will to resist with her power.

"Indeed, but don't assume she'll give an exact location. Our best bet with her is to find at least a general location. It's like I said…There are too many unknowns to contemplate at this point."

"Then I guess we'll just have to see for ourselves when we meet her," said Scott, speaking with more determination in his tone as they all came to grip the gravity of the mission as told by Dr. Essex, "But what about the others?"

"Oh please…Those unruly punks are a mere nuisance," scoffed Dr. Essex, showing he had every bit as much confidence in his creations as they had shown him over the years, "Do what you want with them as long as they stay out of the way."

"Right…" said Wanda, "I'll hex them to death if they give us any problems."

"I don't doubt that you will…" said Dr. Essex as he looked back at the eager young soldier with a hint of concern, "But I must warn you Wanda…You must remain in control with this. I know how much you hate your father…But our focus now is to merely stop whatever he has planned. And I'm not going to lie to you…You may in fact face him through the course of this mission…But you must avoid that in order to keep him from retaliating in any way against us. Shadow Cell must remain in the shadows…Do you understand?"

Wanda let out a deep sigh as she remembered one of the key rules of Shadow Cell…Maintaining secrecy. As much as she hated Magneto, her loyalty still resided with Shadow Cell and no matter how much she so desperately wanted to…She couldn't deviate from the mission.

"Yes sir…I understand," she told him, earning her an approving smile from her mentor.

"Good…" he said with a nod, "I trust in your loyalty and you all have my utmost confidence."

"Thank you Dr. Essex," said Wanda, hoping she could maintain control even if she ended up coming face to face with the man that still haunted her dreams, "So is that the plan for now? Find and interrogate the Brotherhood and beat Magneto's location out of them?"

"For now…" he told them as he leaned back in his chair, choosing to hold off on telling them about the stone for now, "I'll reveal more as I uncover more…At the moment, you must take this one task at a time. Magnum has smuggled your suits from the holding sector and I've prepared for you another car. Just follow Magnum and do exactly as she says and you should be able to get out of the base without incident. Any questions?"

Nobody said a word, for they knew everything they needed to know now to do their job…It would just be strange for them operating outside of the protocols that had so rigidly run their lives for so long. But for the sake of the mission and the cause they had dedicated their lives to, they were willing to work around such complications and do what they had to in order to stop Magneto.

"Excellent, now remember…This is all completely off the books," he told them, "None of this is officially happening…And we must keep it that way. I won't be able to contact you via the main radio frequency, but I will give you all an encrypted cell phone to use so we can still be in touch. I know it's a bit limiting…But it's the best we have to work with."

"Better than nothing I guess…" commented Scott as Dr. Essex gave him a simple unmarked black phone that would be their only link back to base.

"Be prepared to work with even less on this mission my children," he told them as he stood up and saluted his proud creations, "But don't forget what's at stake here."

"Don't worry…We never do," assured Wanda, wanting to make it clear to him that even though this involved her father, she would not allow it to hinder her performance on this or any mission whatsoever.

"And I would expect nothing less from you," he told them, not hiding the great deal of pride he felt for them as he looked upon the powerful team he had created, "You have all made this old man of science so proud with how far you've come since you're induction into Shadow Cell. No go forth and do what you all do best…Complete you mission and stop another catastrophe from forming before it ever begins."

Without another word, the five mutants of Shadow Cell saluted the man that had been like a father figure to them ever since he found them all those years ago and followed Magnum out of the office down the halls where they would retrieve the resources they would need to complete this very unique mission. Once they were gone, Dr. Essex sat back in his chair and grinned ominously at the holographic image of Magneto and Asteroid M. His eyes flashed their natural bright red color as he looked back at his computer screen of redesigned images of the bio-mutagenic accelerator.

All this time, he had been working towards such great goals in such utter secrecy. An entire organization that exacted influence upon the highest echelons of power operated before his very eyes without the slightest hint of what they were secretly helping him to accomplish. He was so close…So incredibly close that he could feel it in his bones. Even his beloved creations were unaware…But they would be…Everyone would be very…Very soon.

* * *

In the discrete airspace over Washington DC under the cover of early morning darkness, numerous jets carrying a large array of military and political officials from all over the country and even included a few foreign allies as well. They landed discretely and secretly at discrete airstrip near Quantico Virginia right outside the Washington DC area. Amongst these influential people were the heads of Shadow Cell, including the Colonel and the General. They were accompanied by many other officers and scientists, all of which would exact their own level of influence to the higher ups.

Big meetings had become a big part of their operating procedures ever since the onset of the sentinel incident, which had left many levels of the government reeling since it exposed a strictly kept secret in such a big, public way that they couldn't cover up. This one was certainly no exception as data from Shadow Cell, SHIELD, the CIA, and numerous other organizations were to be coordinated to determine what route they should take in dealing with mutants. There were anti-mutant war hawks and anti-violence peace doves all present, but such tension was a part of any debate whether it be in government or otherwise.

The Colonel and the General themselves seemed to reflect this dichotomy because of the seemingly opposite nature in which they acted both on and off duty. The Colonel, being a brash, paranoid, suspicious man who had a hard time getting along with anybody who wasn't his subordinate, had been a vocal proponent of waging what he called 'acts of containment' on all mutants both in and out of the United States with international support. Some, like the General, considered that nothing short of a genocidal and spoke passionately against it.

In stark contrast, the General, who was intelligent, understanding, and very amicable overall, held a much more pacifist and understanding viewpoint towards the issue. Unlike most of the other military leaders, scientists, and politicians the General had first hand experience with mutants and knew them on a personal level through his work with Shadow Cell. In seeing how strong and dedicated Scott, Jean, Vincent, Wanda, and X23 had become to their cause and their country, the General developed a great deal of respect for them and credited them with giving him a reputation and prestige that he was proud of. Shadow Cell had shown him that anybody, mutant or human, could accomplish great things if they are simply given the chance and understanding to grow and flourish. He harbored a great deal of pride in having the opportunity to work with what he considered to be the most effective and powerful team of soldiers ever assembled and sought to defend them with every fiber of his being as they had defended their country and their world.

Needless to say, such differing views upon the issue had only added to the rift between the Colonel and the General. While there had always been a great deal of conflict between them, the onset of the sentinel incident had only worsened the division even further. But since they had built Shadow Cell up together, they garnered their own brand of influence both within the organization and among the higher ups. They remained allies in some ways, but the great differences between them were beginning to take a toll on their ability to cooperate and coordinate. However, for the sake of the organization that had saved their careers, they would have to work around it in order to maintain that which they had worked so hard for.

"These trips never get any easier, do they Colonel?" commented the General as they both stepped off the jet and were led by a platoon of security personnel towards a cluster of convoys that would take them and the rest of the officials into the heart of DC.

"No kidding…" mumbled the Colonel as he took in the sight of the many other officers…Some of which were from whom he considered rival organizations, SHIELD being the biggest.

"I see the plane ride hasn't bettered your mood," said the General as he looked at the disgruntled expression on the Colonel's face that had gone pretty much unchanged since the end of Shadow Cell's latest reconnaissance mission, "I'm hope you manage to improve your demeanor before we face the higher ups."

"With all due respect, General…" said the Colonel as he looked back at his superior with a displeased expression, "I believe you may be taking things too lightly…And I'm not just talking about this upcoming meeting."

"My God man," said the General, rubbing the temples of his head, for he knew what the Colonel was referring to, "Are you ever going to give it a rest?"

"General! You know how I feel about you putting Dr. Essex in charge of that mission instead of me! You know how I feel about his so called 'decision' to end the mission early when there were still many objectives left unfulfilled!"

"The team got everything they needed, Colonel…Or didn't you see the report?" reminded the General, growing all the more aggravated by his subordinate's attitude.

"Of course I saw it! And you don't see the inconsistencies?" he argued, not believing for a second that Dr. Essex had given them the full story.

"I saw what our soldiers reported…You only saw what they didn't report, Colonel," quipped the General, not letting the Colonel's paranoia get to him, "You think that every report is missing something…You think that everybody's holding back from you. Just because they didn't uncover some vast mutant conspiracy doesn't mean that they didn't do their job!"

"I'm not arguing that sir…" said the Colonel, trying to keep his voice in line with his superior officer, "What I'm arguing is that something stunk about that mission. Now I know the reason Dr. Essex gave us for why he cut it short…But that doesn't make it any less suspicious."

The General was seriously not in the mood for this old argument again. No matter how many times Shadow Cell succeeded, no matter how many times they were praised by the government, and no matter how many times Dr. Essex came through for them…It just never seemed to placate the Colonel. He wasn't sure if it was because of his innate paranoia that had gotten him into so much trouble in the past or if it was because of his strong anti-mutant feelings…But it was clear to him that nothing short of all out conflict surrounded him and nobody could be trusted.

"Colonel…Dr. Essex had come through for us in every conceivable measure since the project began. He's been truthful, dutiful, and honest about everything he's given us. Now you can deny it all you want, but he saved your ass. For crying out loud, you were heading for a major court marshal and conspiracy charges before you became a part of the project!"

"I understand that, General…Don't think I'm that ignorant," he told him, lowering his voice at the onset of his superior's tone, "But we're talking about a real conflict here, General. This human/mutant thing could blow up in our faces and send this whole planet plunging head first into World War III as early as tomorrow morning! Now you may consider me paranoid, but I think that we shouldn't overlook any possible inconsistencies whether it be from Dr. Essex or Shadow Cell. We need to be prepared for when conflict arises!"

"And that's exactly what I'm trying to prevent, Colonel…" said the General, once again finding himself arguing with his subordinate over the ever divisive mutant issue, "Honestly, it sounds as though you WANT a war between humans and mutants to arise."

"I never said that, General…But I…" however, the General didn't let him finish, for he knew he was just avoiding the truth.

"Colonel, don't mock my intelligence! I know what you've been pushing for at these meetings every time somebody whispers the word mutant. And I know you have your own brand of supporters who want to see the GURSO unit put into action against all suspected X-gene carriers. But we are NOT in the business of starting wars. We are in the business of preserving peace."

"But General…You can't preserve peace when it's falling apart around you," argued the Colonel, unwavering on his position for which he stood so strongly for, "The longer you give something time to fester and grow, the more carnage it'll lead to!"

"Colonel…" said the General, forcing himself to speak in a less forceful tone, knowing that he wasn't going to get this man to change his views, "I have a wife and three kids…One of them who's currently attending West Point and another who's looking to join the Army. Now part of why I do what I do is to ensure that my family and millions of other families don't have to live through the horrors of war. And I don't care what the cost may be…I'm not going to provoke something that could end up leading to more death and destruction than mankind has ever experienced. Now I'm not going to deny that mutants are a difficult issue…But if Shadow Cell has taught me anything, it's that they're human beings capable of the same things the rest of us are and if we're to resolve this issue, we need understanding…Not bombs and bullets."

"But sir…" said the Colonel, thinking his superior was being a fool for thinking such naïve thoughts.

"That's enough Colonel…This conversation is over," said the Colonel sternly as they neared their unmarked convoy, "Save the rest of your comments for the meeting."

The Colonel didn't like the General's stance one bit…But whether they saw eye to eye on this matter was unimportant, for he was still his commanding officer. And because of that one unavoidable fact, he grudgingly responded, "Yes sir."

As they both entered the convoy with the rest of their officers, the Colonel got a quick glimpse at some of the other officials who would be present for the meeting. The higher ups had really gone all out with this gathering from the looks of it, for there were officials from all over the country. Yet as he looked over the large collection of powerful men and women that he would have to sway at the meeting, his eyes fell upon the last person he wanted to see…Colonel Nick Fury of SHIELD.

The famous cold warrior with the distinctive eye patch would be riding in the convoy just up ahead of theirs with escort from a platoon of SHIELD agents. He casually smoked a cigar as he waited for his crew to pile into each convoy and eventually, his eyes fell upon the Colonel that he had once helped reprimand for his unscrupulous paranoid behavior. His cold, unabated gaze met his as the window of his convoy rolled up and the black vehicles prepared for their departure.

As a man of such status throughout the government, Nick Fury was one of the few who knew about the Colonel and his GURSO unit from its onset nearly ten years ago. But that's wasn't what was unsettling about him. What truly made him an enigma worth keeping an eye on was the organization he helped run that so often worked in competition with SHIELD. While he there was only so much he could 'officially' know about his activities…There were other less publicized details that were a bit disturbing to him.

But despite his suspicions, there wasn't much he or his organization could do other than keep a close eye on the Colonel just as he knew he kept a close eye on them. And while he couldn't quite put his finger on it, Nick Fury had a feeling that he would eventually clash with whatever shady work the Colonel and his GURSO unit did in such a shadowy world.

* * *

Working their way around carefully planned security holes that Dr. Essex and Magnum had meticulously and carefully orchestrated, the five mutants of Shadow Cell were led down toward the lower levels of the facility where they picked up their special combat uniforms. In order to avoid detection, they were forced to change in a storage room and they couldn't get access to some of the recourses they usually had a chance to equip themselves with on most of their missions like grenades, heavier assault rifles, or their handheld computing devices. This was a strictly bare bones mission so they would need only the essentials. This included their guns, knives, and flash drives in case they needed to do a little computer hacking. That along with the cell phone Dr. Essex gave them was all they would have, which in their minds would be plenty as it so often was with previous missions.

However, what continued to stick out in the minds of the five young mutant soldiers was the absence of many of the usual protocols that had always governed their function as a unit and a team. They would have no tactical support from the base and no pick up and processing from the GURSO unit. It was a mission of the utmost secrecy…A mission that brought many mixed feelings within the team since there were still some inconsistencies that continued to fester in their minds.

A threat like this was usually the kind of task that Shadow Cell was best at, tactical support and all. Yet they were still operating off the books with this one with only Dr. Essex's word to go on. Just because it involved a mutant didn't make it very different in their minds…But this was what their mentor had insisted upon and they were never one to question.

Once they were all in their uniforms, Magnum led them down another level towards an unoccupied sector of the garage area where many of the vehicles that they would often use on a mission or train with were stored. With most of the staff working in other areas, probably by request of Dr. Essex, the team had a narrow window to take one of the transports they would need to carry out the mission. There wasn't much to choose from, but they didn't have to think too hard about it as they settled on a rugged jeep that was inconspicuous enough not to draw attention, but versatile enough to go off road and over rugged terrain if necessary.

They had to wait a few moments before Dr. Essex opened a window for them so they could leave discretely, but once the time finally came, they were ready to head out on their secret off-the-record mission. But before they parted, Magnum had one last thing to say to them before they embarked on what she knew would be their most important mission to date.

"Be weary my students…" she told them in her stoic Russian tone, "I know you all feel anxious because this mission is completely off record…But it is still a mission and it is every bit as important as every other if not more so. Protocol and procedure may offer assurance in and out of combat…But you must never forget that they are mere abstracts to those such as yourselves who fight, bleed, and die."

"Then how do we operate effectively if there's no procedure or protocol?" asked Scott as the large garage door opened and the light of the morning sunrise bathed the area.

Magnum merely shook her head at her still young students, for they still had so much to learn about being a soldier and warrior. Such mastery could never come with teaching alone…For only they were capable of doing so and the only thing she could do at this point was guide them to their awaiting destiny.

"You operate as you always do whether you know it or not…" she told them as the hum of the engine filled the air and the open road awaited them, "You fight from within…Don't ever forget that. No matter how much I teach you or how much you believe your lives are run by protocol and procedure…You're strength shall always come from within."

With an affirmative nod, the saluted their trusted teacher and drove off into the rising sun, embarking upon the mission that was sure to be unlike any other. Their target was Magneto…Their current destination…The Brotherhood.

* * *

AN: And so a new conflict for Shadow Cell begins! But where will this one lead them? Moreover, how do you think they'll be when the meet up with the Brotherhood? And don't forget about Nick Fury! Now he's involved as well! There's still plenty to come and a lot to uncover with this fic, so stay tuned to see just how crazy it gets as big events unfold in the coming chapters! Until then, don't forget to REVIEW! Please let me know what you think by sending me an email or posting your thoughts on the fanfiction website! Thanks a bunch for reading everybody and I wish you all the best!

WAIT UP! DON'T GO YET! REIVIEW!


	25. Interrogation Terror

**Sinister Soldiers  
Chapter 25: Interrogation Terror**

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I can't tell you how long I've been waiting for this one! But before I begin, a quick word to my reviewers!

**KaliAnn: **You don't know the half of it Kali! But unfortunately, you'll have to wait a bit longer to see just where Essex goes with this. Knowing him, however, don't expect it to be too pretty in the end! Thanks as always for the review girl! You rock girl! Peace!  
**Jenskott: **Well I figured it was appropriate, given that Metal Gear helped inspire this fic so much. And if you want to see a clash, then read on my friend! I hope I don't disappoint! Oh, and as for Nick Fury, he'll play a part as well soon enough! Thanks as always for the kind review my friend! It really means a lot to me! You rock! Peace!  
**Agent-G: **Well given that it's Sinister, that shouldn't be a surprise to anybody. And when you look at it, it is kind of ironic having Sinister calling Magneto a madman. Takes one to know one I guess. You're not the first one to request something like that from the Colonel my friend, but as to what happens to him…Well, you'll just have to wait and see! Knowing him, expect his role to be significant because assholes like him have a way of leaving their mark. I know you've been waiting for this chapter my friend and I too have been looking forward to it for a long time! I hope I don't disappoint! Thanks as always for the review buddy! You totally rock! Stay cool like you always do!  
**Mark C: **Yeah, don't expect Fury to take someone like the Colonel sitting down. And with this mission that Shadow Cell is on now, you can expect the worlds of the three teams to finally collide! And once they do, nothing will ever be the same! Hope you like it! Thank you very much for all your support so far my friend! You rock! Peace out!  
**Heartsyhawk: **You are correct my friend, the last chapter was a big one! But believe me when I say the best is yet to come! The action is going to get intense! A Maximoff family reunion, a discrete mission against Magneto, and the inevitable clash of these three teams is in the works! And trust me, when their worlds collide, nothing will ever be the same! Thanks as always for the wonderful review my friend! I can't tell you how much your support means to me! You totally rock! Peace out.  
**Simba317: **A the biggest review of the chapter…Man I love reading and responding to these! You know how to make my day Simba! You seem to touch on everything and I think you're the only person who caught that bit with Magnum when she saw Mystique. And trust me, there's a reason for that…But that'll come in later, so you haven't seen the last of that! Now Essex has sent Shadow Cell to do his bidding and all the years of trust are finally working to his advantage. Nobody has a clue as to what he's planning, but Shadow Cell isn't going to question him as long as they are the dutiful soldiers they were trained to be. This chapter marks the first big clash between worlds and with issues like Weapon X and Magneto involved, you can be assured that it's going to be a hell of a fight from this point on! Thanks as always for the super sweet review my friend! You rock beyond words! Hope you like it! Peace out!  
**Howlerdrode: **Glad to hear from you again my friend! And you're just in time too! The action is about to commence! Worlds are about to collide and conflict is about to erupt! It's going to get very hairy from this point on, so I hope you like it! Thank you very much for the review and I hope I can continue to hold your interest with this fic!

Also, a special thanks to: **Quillian, X00001, GothikStrawberry, Amazing Redd Phoenix, and The FEar.**

REVIEW, REVIEW! REVIEW folks! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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It was a long, quiet ride in the specially converted humvee jeep as the five mutants of Shadow Cell once again found themselves driving towards the city of Bayville on yet another mission. Tensions ran high as the sheer magnitude of what they were doing continued to wear at their young minds. They had never gone on a mission like this before…So cut off from all of Shadow Cell's regular operating procedures.

Their whole lives had been run by rigorous protocol ever since they had been recruited. Every session of training and every mission had been done with the strictest of guidelines and procedure. It was part of what made them such disciplined, determined, and deadly soldiers. But this mission which was only ordained upon them by their trusted mentor, Dr. Nathanial Essex, seemed devoid of any such procedure and was completely in the dark.

It was a strange twist of irony that one of the most shadowy programs ever created was now taking on a mission so secret that even the vast majority of the organization didn't know about it. Yet as they had learned time and time again, a mission was a mission no matter how secretive it was. They may not have had protocols to guide them, but they were merely formalities in the grand scheme of things, for in the heat of combat…Protocols always took a back seat to the mission.

With this thought in mind, the five mutant soldiers that had grown, learned, and worked together for the better part of their lives did their best to look ahead with the given predicament that faced them. A crazed mutant supremacist known as Magneto was out to destroy humanity according to Dr. Essex, and like any other threat, they would have to neutralize him by any means necessary.

However, what made this threat more interesting was the fact that it involved the mutant/human problem that Shadow Cell often found itself stuck between. They had never gone up against a mutant foe like this before and there were plenty of unknowns to consider. But what also made this mission unique was the fact that Magneto was also Wanda's estranged father…A man whom she had come to loath in the utmost for throwing her away all those years ago. Up until now he had just been a dark figure of her nightmares…Now she had to contend with the very real possibility that she may face him again in the flesh. Such a possibility definitely made Wanda weary of this shadowy mission, but protocols or not, the chance to see her father again and pay him back for all the pain he caused her overshadowed any such lingering doubts whatsoever…But despite this, there were still many things that didn't sit well with her whenever she thought about the mission.

"Are you going to be okay, Wanda?" asked Vincent, who was sitting next to her in the back seat, seeing that she was still quite tense.

"I'll be fine…" she said in a monotone response, simply looking ahead in a daze as they neared the Brotherhood boarding house.

"Wanda…You know I can tell when you're not telling the truth," said Vincent, taking her weary hand and gently holding it in his in a show of compassion that they probably wouldn't have been allowed to show at a time like this under normal circumstances.

"Yeah…I figured," she said, choosing not to argue with him on the matter, "But trust me…I'll manage somehow. It's just…The thought of going up against my father again is a lot to take in. He's been nothing more than an image in my nightmares for so long that the thought of seeing him again in the flesh just makes me…"

Wanda chose not to finish as she found herself giving Vincent's hand a firm squeeze, taking a deep breath and doing some of the mental relaxation techniques that Magnum had taught her over the years. The eerie light blue eyes of Vincent Freeman that had so often given her comfort in her darkest hours continued to look back at her with great concern, not knowing how she could possibly feel with such a daunting prospect, but he was intent on helping her through it along with the others as they so often had over the years. And his comforting gaze showed it.

"I know…But we'll work through it…" said Vincent with confidence, "It's simply another mission. Off the books or not…A mission is a mission. That part of the game never changes."

"And it's a part that most certainly shouldn't be lost on us in this instance…" said Scott from the driver's seat as he added into their discussion as they neared the target area, "And like all missions…We'll face major challenges that we'll have to overcome whether it be against the Brotherhood or Magneto. And personal feelings aside…We have to work together and help each other as we would in any mission."

"Right…And against a man like my father, we'll need it," said Wanda with a determined look as the jeep pulled up to the Brotherhood house and stopped along the curb.

It was nearly midday and they were all definitely up. This part of the mission was as vital as any other, for the Brotherhood held the key to Magneto's location. They knew they would not give up their secrets easily…But that was to be expected as always with the kind of work they did and this was no exception.

After doing a brief survey of the house, Scott took out the black cell phone that Dr. Essex had given them as their only means of communication back to the base and dialed the specified number he had been given to contact their mentor, who was in his lab doing some extensive work on the bio-mutagenic accelerator while most of the scientists were at Washington or elsewhere in the base.

"Cyclops," answered Dr. Essex as briefly halted what he was doing and picked up his cell phone and spoke to his creations, "Are you in place?"

"Affirmative Dr. Essex," said Scott as he put the phone on speaker so everybody could hear, "We're parked right outside the house. And according to Jean, they're all in there including the shape shifter."

"Perfect…" he said with an ominous grin, "Then go ahead and proceed to interrogate them for Magneto's location. If they offer any kind of resistance…Well, you know how to handle it."

"Does that mean the others are expendable?" asked Jean.

Dr. Essex thought about that for a moment, wondering if it was truly necessary that the Brotherhood be taken out of the picture. It didn't really matter to him since they posed a minimum threat at best…But then again, if he was not to draw attention to his little operation, namely from Xavier who would undoubtedly be concerned if the Brotherhood were to mysteriously vanish, he would have to simply work around their pestilence…Which he was more than willing to do for the sake of his ultimate goal.

"No…They're still young and they pose no threat. But if they become a problem…Then I can't say it would upset me. I'll leave it up to you. Just find out what you can about Magneto's location and call me."

"Right Dr. Essex! Give us ten minutes, max and we'll get them to sing like canaries," said Wanda, eager to begin in this fight against her father.

"I have little doubts that you will…" said Dr. Essex confidently, "Just carry out the mission as I know you all will do with pride. You have my complete confidence and I wish you the best."

"Thank you sir…" said Scott, looking back at the Brotherhood house, feeling it was time to begin.

"Oh, and one more thing Wanda…" said Dr. Essex, hoping to prepare her for one last little shock she may not have been told yet, "Among the Brotherhood members that may pose a challenge…One of them is your brother…Pietro."

Wanda's expression immediately went cold as she heard that name. While most of her hate remained focused on her father, she didn't forget the one other person who had been there that day when those guards carried her off into the dark asylum…Her twin brother, Pietro Maximoff. She clenched her fists in a fury upon hearing that name, but would not allow him to come between her and Magneto. As much as she would have liked to settle some lingering feelings concerning him…Her father remained her top priority.

"I understand, Dr. Essex…" she told him in a firm tone, earning her a concerned look from her comrades.

"I apologize that you were not told earlier…But I felt as though it would be better if you dealt with only one startling revelation at a time," he said to her, mustering what compassion he could.

"It's okay sir. I'll deal with Pietro another day…But the mission comes first and so does Magneto."

"Very well then my dear…Then good luck and Godspeed my children," he said before he hung up the phone and went back to his job of prepping the bio-mutagenic accelerator for use with the stone which would finally enable it to turn his long coveted goals from mere dreams to reality.

Looking back at his work thus far, Dr. Essex knew he had a ways to go. Magnum was working to ensure that his laborious efforts went without interruption and even procured a few specialized parts for him in order to facilitate progress…Which would have to be quick if he was to get it up and running before anybody got too suspicious. In addition, he had placed a few 'suggestions' in a few of the GURSO officials that had weak minds and managed to use a few hologram projectors to provide an accurate and believable deception. And so far, everybody was believing it hook, line, and sinker.

As for Shadow Cell, they may have been working with a window on their mission, but he was working right along side them in a race against time before someone, namely the Colonel or the General, found out. However, in the eyes of Dr. Essex…Even if they did know, there would be little they could do to stop him from carrying out the goals he had worked so long and hard for.

Back at the Brotherhood house, everybody was still concerned a bit with the revelation that one of the Brotherhood members they would have to go through to get the information they needed was Wanda's twin brother, Pietro. Vincent had suspected at one point that he could be the brother she had so often described to him when she confided in him with some of the haunting memories that she still struggled with, only now he had confirmation.

"Wanda…Are you…" began Vincent, placing a hand upon her shoulder.

"I'm fine," she told them with confidence in her tone as a new sense of determination came over her, "So we're going to have to go through my brother to find my father…Big deal. As far as I'm concerned…He'll just be a nuisance like he always was."

"But are you really willing to go through your family for the sake of this mission?" asked Scott seriously, not wanting any of them to be held back in any case.

"As far as I'm concerned…I have no family…Only Shadow Cell," she told them, speaking truthfully and honestly.

Her response seemed good enough for the others as Vincent gave her an encouraging nod, letting her know that he and the others felt the same way about her.

"In that case…I say let's not keep our soon-to-be snitches waiting," said X23, feeling ready to get down to the action.

"I agree…" said Scott, sharing the former living weapon's feelings since time was a big factor with this mission even more so than usual, "Now I know this mission is different than any other we've ever faced…But let's not veer from what Shadow Cell is truly about. There is a real threat to the world out there and it's up to us to stop it…So let's not keep our enemies waiting."

Then, the five mutant soldiers proceeded to place their hands in the center and kept with the ritual that had bound them with each and every mission to date.

"Kuwabara…Kuwabara…" they all said simultaneously.

And with that, Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch all stepped out of the jeep and began to make their way up to the Brotherhood boarding house, ready to take on the challenges that awaited them whatever they may be.

"So exactly how many are in there?" asked Cyclops as they walked up the unkempt pathways leading to the front door.

"Five, counting the shape shifter," answered Phoenix, doing a quick telepathic sweep of the house.

"Five fully powered mutants who live like outlaws and reject humanity as having any sort of saving grace?" said Mayhem, framing up the situation before them, "Sounds like a challenge."

"Nah, don't worry," assured Phoenix, "If what I can sense from them is any clue, they'll be pushovers at best."

"That'll be nice for a change," said the Scarlet Witch, hoping that it would speed up the overall progress of the mission and get her a step closer to confronting her father, "So how should we neutralize them?"

"Hmm…" said Cyclops taking a moment to think about how to handle a situation like this, "Well Dr. Essex said not to kill them unless they pose too much a threat, so I'd think that maybe a desert scorpion or a Brazilian bushwhacker would work in this instance."

"Desert scorpion to a bunch of teenage wannabes?" said Mayhem in a questioning tone, "Nah, I don't think they'd be all that good at handling shit like that. Maybe we should try with something like a brain burnout or a gut buster."

"A brain burnout would be unnecessary if they don't know anything and a gut buster would take too long," argued Phoenix, who was their chief expert when it came to interrogation.

"I don't know…I think a gut buster or at least a Belgrade bazooka would be appropriate to neutralize them while you handle the shape shifter," said the Scarlet Witch.

"Or…Since this is an off-the-books mission, we could just play it by ear," suggested Cyclops, thinking they were simply running through too many scenarios for a part of the mission that was far from difficult in comparison to some of the other tasks they would probably face.

"Hmm…Sounds good to me," said Phoenix, already knowing what she was going to do once she got her hands on that shape shifter, "With any luck, they'll fall like Afghani fighter jets."

"Only one way to find out…" said X23 as they all approached the door.

* * *

Inside the Brotherhood boarding house it was business as usual for them. Todd and Lance were lofting about in the living room, Freddy was cooking another meal for himself up in the kitchen, and Pietro was at always at any number of given places since he seldom stood still for very long. Mystique was up in her room, taking a desperately needed nap after having been in numerous tense phone conversations with Magneto and running errands for him as she was so incessantly forced to do time and time again. Nobody dared to disturb her, for they all seemed bent on enjoying a day when she didn't yell at them for not being able to get them back into school. But as of lately, her efforts had seemed to wane and she had other concerns to take care of. And that was fine with them…For school was overrated to them anyhow.

"Hey Blob! Is that big sandwich of yours ready yet? You're gonna miss the best part of the movie!" yelled Lance as he and Todd lofted lazily upon the couch watching an afternoon movie on cable.

"Hand on man! I'm almost done!" said Freddy as he eagerly put the finishing touches on his sandwich, which looked more like a party sub.

"Well hurry up yo!" said Todd, "And be sure to save at least something in there for dinner later on!"

"No promises there man," said Blob as he poured a few lines of mustard on for the final touch.

Just then, the front doorbell rang.

"Ugh…Who could that be?" grunted Lance, "Todd, go answer it."

"No way yo! Why don't you answer it? I'm comfortable here," he said as he sank into his seat on the couch.

"Because I answered it last time and had to listen to some jerk off Jehovah's Witness guy blab on and on about whether or not I've found Jesus," quipped Lance in response, "You owe me man…"

To further push his point, Lance kicked Todd off the couch and sent him falling to the floor. Not wanting to make a scene, Todd got up and made his way over to the door, hoping it wasn't somebody who was going to make him miss too much of the movie.

"Damn…What kind of people knock on somebody's door in the middle of day?" groaned Todd, "It ain't like most people have the luxury of being expelled from school. Man I don't care who this is, if it ain't Magneto himself, I'm slammin' the damn door in their face."

Todd didn't think too much of what lay before him as he took a quick peak at who was on the other side through the peep hole. But as soon as he got his first glimpse of the five mutant soldiers on the other side, all hell broke lose.

"Knock, knock…" said Cyclops as his body glowed in a bright ruby red color and proceeded to give the flimsy wooden door a hard kick with enough force behind it to dent a tank.

Immediately, the force of the blast sent the young amphibious mutant flying through the air screaming like a little girl. The door was shattered like glass and the five mutant soldiers stepped in with an almost casual stride as they watched the young mutant who now lay before them groan in a heap of pain.

"Oh shit man…" he said rubbing his head, "Who the hell are you?"

"Just passing by…" answered Phoenix as she used her telekinesis to levitate the young boy into the air, causing him to squirm like a worm at the end of a fishing line.

"Wow! What the…" began Todd as he struggled with the strong invisible force that left him hovering just a few feet off the ground.

"The shape shifter…" said Phoenix in a stern tone, "Where is she?"

Hearing the commotion, Freddy stepped out from the kitchen to see what was causing Todd to let out that girlish scream of his. And like Todd, he was quickly drawn into a defensive stance by the five imposing soldiers standing before him.

"Hey Toad…" he said as he entered the main hall, "What the hell!"

But before Freddy could say anything more, Mayhem sprang into action, using his super speed to land a fast fury of intense blows to the oversized mutant's body. Even though he could easily stop an oncoming car with his strength, the force with which Mayhem hit him was like that of being rammed by a freight train. Then, in a show of his immense strength, the powerful young mutant lifted the immovable Blob up over his head, surprising both Todd and Freddy in the process.

"Take a load off lard ass…" said Mayhem in the stoic tone of the soldier he was, "It looks like you could use it."

"Oh SHIT!" yelled Blob as Mayhem wasted no time in showing him just how serious this was.

Then, in an act that shook the very foundation of the house and awoke Mystique from her peaceful slumber upstairs, Mayhem body slammed him on the floor next to where Todd was still hovering. The commotion quickly garnered Lance's attention, who was next to show up from the living room on the opposing side of the kitchen.

"Todd…Freddy? What the hell was that?" yelled Lance from the other room as he entered the hallway, where he was met with a very vicious X23.

With movements as fluid as reflexes, X23 let out an animalistic growl and did a few quick CQC moves on him, grabbing his arm, twisting it around his back, and listening to him wail out in pain.

"AH! What the…" began Lance, but he hit the floor before he could finish.

Surprised by the younger girl's uncanny strength, Lance let out a groan of pain as he now lay flat on his back. X23 kept him down by keeping a firm foot upon his chest, making her message all the more clearer by extending the claw embedded within until it was a mere couple of centimeters from his neck.

Lance was immediately taken by the sight of a super sharp blade sticking out of the young girl's feet right up against his throat and couldn't concentrate enough to cause a tremor…Because judging from the look on this girl's face, she seemed all too willing to see his head and body suffer from a sudden bout of separation anxiety.

"Stay down…" she told him with a grunt, pulling out one of her guns and pointing it directly at his head.

Lance didn't say a word, but then before anything else could happen, a sudden silvery blur passed in front of the staircase as Pietro Maximoff unknowingly stumbled into the lion's den.

"Hey could you guys keep it down! I'm trying to…" but he didn't get a chance to finish…For what he saw standing before him instantly paralyzed him as if somebody had sent an electric shock through his system, "Oh…My…God! Wanda!"

"Err! PIETRO!" bellowed the Scarlet Witch as her body was engulfed in a purple haze and the whole house began to shake under the power of her hexing abilities.

The sight of her twin brother…The one who had been there that day when her father threw her away…Was a sight that no amount of intense training ever could have prepared her for. Immediately, the four unprepared Brotherhood boys were engulfed in a haze of purple light and were slammed up against the walls, their powers now suppressed and contained while their bodies were now paralyzed and useless to resist.

"Ugh…Lemme guess," groaned Todd, "Ex-girlfriend?"

"No! Worse!" said the speedster as he continued to look back and disbelief at what he was seeing, "She's my sister! And she's supposed to be dead!"

"Dead? DEAD!" yelled the Scarlet Witch as she turned up the intensity of her hexing powers, causing them all to let out a pained yell, "Why don't I show you just how painful a dead girl can be!"

Then suddenly, the four boys let out another round of pained moans as they were lifted off the ground and slammed back into the wall, leaving another round of dents as they all struggled to fight against the paralyzing force of her hex bolts.

"Easy Scarlet Witch…Take it easy," said Mayhem as he placed a hand upon her shoulder, causing her to take deeper breaths and lower the intensity of her hexing powers so that they couldn't move and their powers were contained.

It was a tense couple of moments for both the Brotherhood and Shadow Cell, but they all stayed quiet, for only Mayhem was capable of truly calming the Scarlet Witch down whenever she let her emotions get the better of her. Phoenix also helped by soothing her a bit with a few relaxing thoughts, but Mayhem signaled to her that such actions were unnecessary and he had things under control.

'It's okay Phoenix…I got this,' sent Mayhem as the fury of shaking gradually died down and the four mutant boys were now paralyzed before five well trained mutant soldiers.

Once the Scarlet Witch had calmed herself, she locked eyes with her estranged twin brother, who was still looking back at her in disbelief, for his dead sister was now standing before him. He had always thought her to be dead, he had come to accept that she was dead, but now here she was…Standing there before him and understandably angry.

"Well then…Now that you're all settled, why don't we have a little talk?" said Cyclops in a casual, yet menacingly threatening tone, "Now I see you all are now familiar with the Scarlet Witch and her hexing powers, so don't think you're going anywhere anytime soon and don't think you're powers are going to help you."

"Err!" struggled Lance, "What the hell do you guys want?"

"I'm the one asking the question's here asshole! You'll speak when your fucking spoken to, got it!"

Cyclops's forceful words sent the usually confrontational Lance Alvers into a frightened silence as he saw the eyes of the powerful mutant soldier glow a menacing ruby red color. And once all was silent again, Cyclops continued with the interrogation.

"Now then…" he said as he walked over to Todd, who was now cowering under his penetrating gaze, "I believe we asked you a question earlier…Where is Mystique?"

"I think she's…" began Freddy, but that quickly proved to be a mistake.

"I DON'T REMEMBER ASKING YOU A GOD DAMN THING FAT BOY!" yelled Cyclops in response, causing the immovable Blob to fall silent in an unusual show of fear as the Scarlet Witch gave him a quick little shock to show that they meant business, "Now then…Mr. Todd Tolensky if I'm not mistaken…Are you going to give us an answer? Or are you going to make this much, MUCH more difficult?"

Todd was already sweating in terror at the sight of the intimidating soldier and was too petrified to say anything. He wanted to tell him, but his brain just couldn't tell the rest of his body to respond. Cyclops took a step closer to him, causing him to squirm even more as he struggled against the Scarlet Witch's hex bolts as he cowered before the intimidating mutant's presence.

"I…Uh…Don't…I mean I…" he stammered, unable to find coherent words.

"If he's not going to answer, then please Cyclops…Blow his brains out. He's getting on my nerves," said X23, showing these four mutant misfits the kind of people they were dealing with here.

"Sure…I can do that," said Cyclops as he took out one of his guns from his holster and cocked it in a threatening gesture, "Now…Are you sure you don't want to tell me? Or are you going to have to pick up pieces of your brain off the floor?"

The sight of a gun pointed directly at him only rendered him more terrified, for neither he nor the others doubted for a second that he was capable of pulling that trigger. Then suddenly, before any of them could respond, a booming noise came from the top of the steps.

"Get out of my house!" yelled a very angry looking Mystique as she stormed down the stairs armed with a nine millimeter, getting off a few shots.

However, whatever shots she got off were worthless, as years of training kicked in and Mayhem used his super speed to appear before her, taking each bullet with ease as they all bounced off of him harmlessly. Mystique didn't have time to react to this as Cyclops then sprang into action, jumping back towards the area besides the stairs and firing a perfectly aimed optic blast at her hands, blowing the gun right out of her grip.

"Augh!" she yelled out in pain as she clutched her hands.

"There you are…" said Phoenix as a halo of fire quickly enveloped her and she used her telekinesis to slam her to the wall and back up the stairs, "Just the one we've been looking for."

Unable to fight against the sheer power of her telekinesis, Mystique was as helpless as a rag doll as she was flung against the walls, letting out pained yell after yell that echoed strongly within the minds of the Brotherhood, for it only added to the intimating aura of power that these five intruders wielded.

"You guys have a little fun down there…The shape shifter and I are going to have a little chat," said Phoenix as she ascended the stairs and used her telekinesis to fling the shape shifter back into her room where she soon joined her, slamming the door behind before letting the interrogation begin.

After having been thrown around the hall like a tennis ball, Mystique was struggling to get up from the stinging pain that lingered throughout her body. She now lay on the floor trying to push her self up with her arms, but Phoenix wouldn't give her the chance as she pressed her foot down upon her back and held her down.

"Ugh…" she grunted in pain, "Who…Who are you? What do you want?"

"I'll ask the questions here…Mystique!" shot Phoenix in a menacing tone as she used her telekinesis to once again fling her against the wall, causing her to let out another pained yell as she helplessly braced for the continuous punishment of this mysterious intruder, "Now…Let's keep this quick and easy…Where is Magneto?"

Mystique's eyes widened at the mention of Magneto, for she thought no one else outside the Brotherhood and the X-men knew of him or his plans. But keeping with her word of loyalty to the master of magnetism, she didn't give the angry redhead the answer she wanted.

"What do you want with Magneto?" she grunted as she struggled with a stabbing pain in her shoulder and ribs, "How do you know about him?"

That earned her another telekinetic slam against the wall…This time causing a cut along the side of her face. She felt blood trickle down her face as the young mutant soldier looked down at her with an intimidating, irked expression.

"You can ask more questions that'll keep on resulting in more punishment…Or you can tell me what I want to know," she said menacingly as she levitated her off the floor so her limp body now hovered a mere few inches from the deadly mutant soldier's face, "Now…Where is Magneto?"

As much as Mystique disliked Magneto, she wasn't stupid. She knew that if she told him, no amount of punishment that this woman could bring would ever equate to what Magneto would do to her if she betrayed him. Therefore, she kept her silence.

"I don't know…" she answered sternly, "That man doesn't tell me anything! He trusts nobody!"

Phoenix studied her expression as she had numerous other adversaries over the course of her experiences as a soldier. This woman was clearly strong willed and resilient, but she was still clearly lying. And if she wouldn't tell her directly…Then she would have to use more persuasive means.

"I don't believe you…" she said simply as she used her telekinetic powers to apply force on her pained shoulder, causing her to yell out once again, "You knew he called it Avalon…You knew of it's existence. Therefore…You must know something about it. And since you won't tell me…I'll just have to tear your mind apart to find it."

"Don't bother…My mental shields are unbreakable! You won't get anything out of me!" taunted the shape shifter, earning her a punch to the ribs.

Phoenix looked back into the yellow eyes of the shape shifter with a venomous determination that showed just how tough a soldier she was. Mystique seemed undaunted, but she was beginning to wonder just how far this stranger was willing to go to get what she wanted. She could clearly see two guns and a large knife assorted upon her futuristic military uniform and if her actions so far were any indication, she was more than willing to use them.

"Unbreakable you say?" said Phoenix as she used her telekinesis to lower the blue mutant down to the ground so she was now on her knees, "Well guess what lady? Breaking the unbreakable is what I do best. Now you can guard your mind all you want with every shield you want…But you will break. I will find out what I need to know one way or another…And you can either accept it and free yourself from a world of pain…Or you can fight me and feel just what it's like to have your mind burned through like the flames of the Phoenix!"

"No…NO!" she struggled as Phoenix placed her hands upon her temples.

"Tell me!" she yelled, tightening her telekinetic hold.

"I…Won't!" struggled Mystique.

Then, Phoenix used her pyrokinetic powers to engulf herself in flame, turning the heat up on the shape shifter as she prepared to go full throttle with her telepathy, ready to probe as deep as she had to in order to find the information she needed.

"Fine…Have it your way then," said Phoenix as the flames began to cause the mangled shape shifter to break out into a hot sweat, "But don't say I didn't warn you…"

Mystique's yells then echoed through the halls and back down to the Brotherhood boys as they all remained paralyzed and powerless as a result of the hexing powers of the Scarlet Witch. The four boys shuttered at the thought at what that redhead was doing to Mystique, but from the sound of it…It couldn't have been pleasant.

The four timid boys tried not to listen to the yells of their usually tough superior as they cowered before the four intimidating mutant soldiers. They were all sweating bullets as they looked into the penetrating eyes of the intruders, afraid to say anything that could possibly set them off.

Pietro was among the most flabbergasted, for he couldn't take his eyes off his sister. For so long now he had accepted the fact that she was dead. He had moved past it and always assumed that he would never get a chance to make up for what happened that day when their father so heartlessly threw her away. But looking at her now, seeing just how strong she had grown physically, he was downright amazed that this was the same girl who he once used to play hide and seek with as kids. Now she looked as though she wanted to put a bullet in his head and as fast as his mind was, he just couldn't process the sheer magnitude of what he was seeing.

"Wanda…" he finally managed to say as he collected himself well enough to speak, "How…How did you?"

"Shut up…" she said in a low, stern tone, sending another round of pain his way via hex bolts, "Over ten years of nightmares and I finally have to see your sorry face again…Don't say anything to make it worse."

"But…Wanda," said Pietro, looking back at the angry eyes of his sister with a mixture of shock and sorrow as many long buried memories surfaced as she stood before him, "Father told me you were dead…He told me that you died in the asylum six years ago. I…I went to your funeral…I stood in front of your tombstone."

The Scarlet Witch couldn't help but be a bit surprised at the revelation that she had a grave somewhere with an empty casket. But she did not falter even as a result of such news as she kept her focus in the face of a past she had come to hate so much.

"Well I'm not dead," she said in a firm tone, "I never was dead…Not completely anyways. Maybe I am to you and father…But I'm still breathing and I still haven't forgotten what you both did to me that day."

Images of that fateful moment when young Wanda Maximoff was carried off in the arms of two dark asylum guards resonated through her mind as she looked in the eyes of the white haired young man that used to be the boy she called her brother. At one point they had been inseparable, now she hated him as well as their father for what they did to her. They threw her away like garbage…They threw her away as if she was nothing. But now she was back…And she was out to prove that she was definitely a force much greater then he ever could have imagined.

"And understandably so…For there are certain memories that can never be forgotten," said Mayhem, who knew all too well how the actions of her father and her brother had affected her as he stepped forward and stood before the young speedster with an intimidating look on his face.

Pietro didn't like the look this guy was giving him. Having seen the effects of her family's actions, Mayhem couldn't say he didn't feel a bit of distaste for the young man who had caused the Scarlet Witch so much pain. Her most recent shift in demeanor upon the revelation about Magneto's presence was a testament to that and seeing her so conflicted was hard for him to witness. Now they were all standing before the source of all these troubles…The team for which Magneto had formed to further his cause. In the eyes of the five mutant soldiers, they were the enemy…And they would treat them as such as they had with countless other enemies in the past.

"So you're Pietro? And this is the Brotherhood?" said Mayhem as he looked down at the four helpless mutants, "I have to say, for a group that's supposed to be the front for mutant advancement, I expected more."

"Magneto must have really lousy recruitment policies," commented Cyclops, his intimidating gaze still holding strong, "I was expecting to see a team…But here we are standing in front of a bunch of mutant misfits who probably think that by rejecting the rest of the world, they can reject what they don't like about themselves. It's really sad…"

"Sad indeed…" said X23 in agreement, "And you do all this for what? Because you think Magneto will reward you? What kind of a cause is that?"

"Not a very good one…" said the Scarlet Witch in a deep, venomous tone, her eyes still locked with Pietro.

"It's an insult to people who actually fight for something more than insecurity," added Mayhem as he looked back down at the four boys with a threatening look in his eyes, "You guys are pathetic…Give us one good reason why we shouldn't shoot you out of general principle?"

The four mutant boys began to squirm again as they struggled against the hexing power of the Scarlet Witch. But no matter how hard they fought, they couldn't break free. It was like being a fish out of water and all they were doing was flapping helplessly, waiting until this dangerous looking intruders got bored with them. Some tried to speak, but only stammered words found their way out.

"Hey man! Don't-uh…I mean…I…I," stammered Todd, still petrified.

"Come on! What did we do to you?" shot Lance, who was also breaking out in a nervous sweat.

"Lance shut up!" said Blob, thinking he was just going to piss them off more.

"Wanda…Don't do this," said Pietro as he continued to struggle, "We haven't done anything…Father hasn't even…"

But he didn't get a chance to finish, for another round of hex bolts shut them all up as the four mutant soldiers continued to loom over them like hawks. Mystique's screams were still coming from the top floor and the longer this went on, the more nervous the four boys got.

"We know 'father' is planning something Pietro…" said the Scarlet Witch in response, hating even the mere mention of the man she hated so much, "And you guys intend to help him…Do you not?"

The four Brotherhood boys didn't say a word in response, fearful that if they said yes, it would give them enough reason to put a bullet through their head. But their silence seemed confirmation enough for the mutant soldiers and they were never ones to let something like that slide.

"Not gonna answer?" said Cyclops in a lighter, somewhat taunting tone of voice, "We ask you a question and you don't answer…Now I may not be an expert, isn't that by definition poor manners?"

"I think it is, Cyclops," said the Scarlet Witch in agreement, turning up the intensity of her hex field and adding to their discomfort, "And usually, when disobedient people are ill-mannered…That constitutes a punishment."

"Punishment, huh?" said Mayhem, also shifting his tone as he looked back down at the four mutant misfits known as the Brotherhood, "So then I guess that means we should punish them…But how?"

Just then, an idea came to Cyclops as he turned back towards X23.

"Hmm…" he said, pretending to really think about it, "Hey X23…You wanna do 'the test?'"

"I'm always willing to do 'the test,'" said X23 with a slight grin as she stepped forward and looked down upon the four unfortunate boys.

None of the boys liked the sound of this as they all began struggling more against the Scarlet Witch's hexing powers, but it was no use as they watched the former living weapon loom over them menacingly in preparation for what she was about to do.

"You boys look as though you're pretty lucky…" she said as Cyclops, Mayhem, and the Scarlet Witch took a step back so she could do her thing, "Born with amazing powers…No parents or rules to live by…The promise of leading a revolution to place yourselves at the top along with Magneto…You've really got it good here."

She then proceeded to take whip out the two advanced handcrafted guns that had secured in holsters on each hip and did a few quick gun slinging tricks, twirling and spinning them around her fingers to show off her skill and add to the tension that was clearly growing among the four boys.

"I think it's time we test how lucky you are…" she said, doing a few more quick tricks which left some of their mouths hanging open in amazement, "These guns are both empty…But my 'special' gun isn't."

Then, taking out the last gun that she had hand crafted herself to perfection, she showed the four Brotherhood boys what would be the means in which to test their luck. They all began breathing irregularly as they saw her hold up the loaded gun before them and began struggling more…Which only earned them another reprimand from the Scarlet Witch.

"Five shots…And trust me, it'll take only one to kill you," she told them as she held all three guns in her hand.

"What! You're crazy!" shot the ever confrontational Freddy Dukes.

"Okay…Make that six shots!" said X23 with an annoyed gaze, shutting the immovable Blob up as she prepared to do the test, "Watch them go…And if you're all lucky…Then maybe one of you won't be spitting gum out through your forehead."

The four petrified mutant boys didn't make another comment as they watched with a mixture of horror and amazement as X23 tossed the loaded gun up into the air and began juggling them in a show of great skill. The four boys tried to keep track of the loaded gun, but they all looked the same and she was doing it too fast. At some points, she pulled off a few tricks that only further confused them as to which one was loaded.

"Oh man…Oh man…" said Lance, getting worried as to the outcome of this so called 'test.'

Cyclops, Mayhem, and the Scarlet Witch watched with complete indifference as they saw X23 pull off the kind of gun slinging tricks that only somebody like her could muster. This tactic was one they had often used in the past with enemies during interrogations to keep them tense and anxious so they wouldn't consider escaping. And so far, the Brotherhood wasn't even putting up a fight.

Then, after a good solid minute of juggling, X23 began to take a few slow steps towards the paralyzed mutants and fired off her first shot.

"Ahh!" yelled Pietro as he cringed at the sound of the gun letting off a simple click, hinting that it was empty.

She then proceeded with the next shot…This time on Freddy, who also closed his eyes and cringed, but again…The gun was empty. Next was Lance, who gasped loudly as if he was going to have an aneurism, but luckily, the gun was empty. Then after pulling off another couple of gun slinging tricks, she fired her fourth shot…This one at Todd, who let out another girlish scream as he began hyperventilating. It had been empty, but it was still causing him to shutter in uncontrollable fright. The next shot was back at Pietro…Who shut his eyes and cringed, but heard only the click of an empty gun.

"Oh shit…Oh shit…" began Todd, unable to control himself, which quickly drew X23's attention.

With only one shot left, X23 had to pick her victim carefully. And since Todd wouldn't seem to shut up…It was an easy choice. Only this time, she did something a bit more dramatic…She tossed two of her guns up, threw her third up afterwards, caught each of the first two guns on their way down and skillfully put them back in her holsters, and then easily catching the final gun as she pointed it directly at Todd's forehead with her hand firmly on the trigger, stretching out the tension for as long as she could. The young amphibious mutant closed his eyes and continued whimpering uncontrollably, thinking this could be it…This could be the end. All it would take was for her to pull that trigger…Which she finally did.

"AHH!" he yelled out in a girlish scream…But instead of a bang, there was only a click.

Not hearing a shot go off, Todd began hyperventilating again and in his fit of fear, lost control of his bladder and wet his pants.

"Oh shit…" he said as he looked down at the wet spot that formed in his jeans, "Oh man I pissed myself!"

It was a show of weakness and humiliation for them, but Shadow Cell didn't show an ounce of empathy for them as they simply looked back down at them with pity.

"Pathetic…" said X23 as she put her gun away.

"I agree…But also pretty damn lucky," added Cyclops, "They're all still breathing and they all still have their brains in their skulls."

"And trust me…That's not an easy feat and I'm still tempted!" said the Scarlet Witch, mainly looking at Pietro.

"Then you four had better pray to God that the shape shifter cracks soon…Otherwise we'll just have to find more ways of amusing ourselves," said Mayhem coldly, even though he knew along with the rest of his comrades that this was just for show and they had no real intention of killing them…For they just wanted to know they would be willing to if they got in their way in their fight against Magneto.

Upstairs, Mystique wasn't faring much better than the boys, for she had been battered, burned, and beaten by the determined telepath as she prodded and probed into her heavily shielded mind. She most certainly hadn't been lying when she said she had powerful mental shields, but they were not impenetrable and Phoenix was slowly breaking through.

"This can go on all day Mystique…" said Phoenix as she telekinetically pinned her to the floor and stretched out each of her limbs.

"Nn…NO! I won't…AHH!" she yelled out in pain as she struggled to keep her shields up.

All the physical punishment she was enduring was beginning to take a toll on her. She couldn't keep her shields up under the strain of this woman's powerful telepathy. She was definitely no Charles Xavier…She knew how to push and tear at her mind with a relentlessness and ferocity that he would never be capable of. Yet still, she resisted…But Phoenix hadn't even broken a sweat yet, for she was willing to go as long as necessary to get what she needed out of this woman. She was tough, that much was clear…But not tough enough.

"I just want to know where his base is…You don't need to tell me anything more," she said to her as she formed a large ball of fire and lowered it to her body, letting it heat the air up around her and making it difficult to breathe.

"I…Won't…" she struggled, but it was finally becoming too much for her.

The heat of the fire, the pain of the telekinetic blows, and the onslaught of her relentless telepathy was eroding her powerful shields rapidly as she let out another yell of pain. She tried not to falter, but it was all but impossible under the strain…And for a split second, her formidable defenses cracked and Phoenix got a clear glimpse of something.

It wasn't much, just a few images of the large, elaborate Asteroid M facility both inside and out. There were no inside images, but clues to the location were clearly there. It was in a cold, inhospitable environment wrought with thick snow and howling arctic winds. But what gave away the true location were the brilliant lights in the night sky…Lights that Phoenix immediately recognized as the aurora borealis…Meaning it could only be one place…The north pole.

Finally, the fires disappeared and Phoenix halted her telepathic probing, for she had gotten exactly what she needed. She was still pinned down by her telekinesis, but even if she wasn't she was too battered and bruised to put up much of a fight.

"There…Now was that so hard?" she told her in a light hearted tone, "Thanks for the info…You've been most helpful."

Then, with one last telekinetic burst, she flung her back onto her bed and exited the room in an almost casual manner, leaving the tattered and bruised shape shifter to deal with her pained body. Only the pain was just part of her concern now…For if she had managed to see what she thought she saw, Magneto would definitely not be pleased with her.

As Phoenix descended the stairs, she saw her four comrades still looming over the Brotherhood boys, who looked as scared as a bunch of rats in a cat convention. She had expected as much and hoped that what they did to them would make them think twice about fighting them in the future.

"Did you get what you needed, Phoenix?" asked Cyclops.

"Of course…She was a fighter, I'll give her that. But she broke…They always do," she said with confidence as they all turned back towards the rest of the Brotherhood, "So what do we do about them?"

"Don't worry…" assured X23 as she shot them a threatening glance, "I think we made our point to them."

"Good…Then let's get out of here," said Phoenix, "We've got much bigger fish to fry."

"Right…" said the Scarlet Witch as they all began filing out of the front door.

But before they all left, the Scarlet Witch shot them one last menacing glance, mainly focused at her brother. Having had the chance to look him in the eye for the first time since she cried out to him for help that day she was thrown into the asylum, it had been a trying ordeal for her to say the least. But nevertheless, she managed to vent many things towards him and had gotten a different reaction than she had expected. It was almost as if he felt remorse for what he had done…Remorse after having not shed a tear when she cried her heart out to him all those years ago. But she scoffed at such a notion at this point…For she and her comrades had much greater concerns at the moment…Like facing Magneto.

Once they were out the door, the four boys were finally released of the Scarlet Witch's hexing powers. They all let out loud gasps as they struggled to catch their breath after what they had just experienced. Even though they had fought in hard battles against the X-men…Never before had they ever faced such ruthless and determined adversaries. For these guys were not afraid to kill…They were not afraid to go the distance.

For Pietro, it had been even worse…He had just come face to face with his dead sister. All the sorrow and remorse that he had spent many years dealing with and pushing aside had suddenly come back with a vengeance…And now it seemed as though that vengeance would find it's way to his father as well.

"Oh man…" groaned Todd as he and the others struggled back to their feet, "That was messed up yo…"

"Yeah…No kidding," said Freddy as he helped the younger mutant up while trying to collect his thoughts after having come face to face with such violent intruders.

"Man…And I thought the X-geeks were bad," commented Lance as he leaned against the wall for support, "But compared to those guys, they're fucking angels!"

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AN: Oh boy, the Brotherhood really took a beating with this one! Shadow Cell proved just what they were capable of and just how far they were willing to go in order to get what they needed. It just goes to show how different they all are in this universe given their upbringing. Now they have another challenge ahead, but trust me…The big stuff is still waiting in the wings! Oh and just so you know, that bit X23 did with her guns was inspired by that scene from Metal Gear Solid 3 where Ocelot did a similar juggling trick against Sokolov. Just thought you should know! Stay tuned to see how Shadow Cell continues to impact the X-men world as new events unfold and the plot continues to twist and turn it's way through this very ambitious story! So what do you think of the world I created here? I'd love to know, so please tell me! Send me your reviews via email or post them on the fanfiction website! Any reviews would be greatly appreciated so please take the time to tell me what you think! Thanks a ton for reading and I wish you all the best!

NEED…MORE…REVIEWS!


	26. Staying The Course

**Sinister Soldiers  
Chapter 26: Staying The Course**

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Man, the reviews are still dwindling! Come on folks, help fuel my creative drive! But before I begin, a quick word to those oh so kind people who took the time to review!

**Agent-G: **Glad you liked the Jehovah's witnesses bit! But in regards to Mystique, I already have plans to work with that later on. Knowing her, it won't be easy to say the least, but in this world, anything's possible! The scene with the Brotherhood was just such a blast to write! I'm very happy with how it turned out and I'm glad you enjoyed it as well my friend. And if you liked that, just wait till you see the fight with the X-men in the next chapter! Thanks as always for the review and stay cool like you always do!  
**Heartsyhawk: **Oh if you think that was intense, just wait until you see some of the chapters just up ahead! From this point on, the adrenaline is going to start pumping and I'm going to do my best to keep it up! I hope you like where it goes from here because it's definitely going to heat up from this point on! Thanks as always for your wonderfully kind support! I can't tell you how much it means to me! You rock! Peace!  
**Howlerdrode: **Yeah, the last chapter was intense, but just wait until you see the next one! The Brotherhood was one thing, but the X-men are another matter altogether! Magneto is also going to be a factor, but all the pieces will fall into place in due time my friend! I hope you enjoy it and thanks again for your kind review! Peace out!  
**GothikStrawberry: **Yeah, the Brotherhood were really at a disadvantage back there. But don't worry, just because they were beaten doesn't mean their role in this fic is done! There's still plenty more to come and right now, the X-men are about to have their first meeting with Shadow Cell as well! They're soldiers that were trained to be undetectable, so not even Xavier could hope to prepare for their onslaught. You think they'll put up more of a fight, well…You'll just have to wait and see! Thanks for the sweet review! I appreciate it! Peace out!  
**Jenskott: **Ah yes, it's always good to see a fellow fan enjoy a chapter as much as I enjoyed writing it. It truly was a blast! It was a chance to show just how much harder Scott, Jean, Vince, Wanda, and X23 are in this world. After all, they were raised in a very different manner. But rest assured, it's not over yet! They took on the Brotherhood, now that leaves only the X-men! Hope you like that as well! Thanks a ton for the review my friend! I appreciate it! Peace out!

Also, a special thanks to: **Quillian, Jacx, Wen1, X00001, and Mark C.**

Where is everybody? Where have all the reviews gone! Please tell me! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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After the five mutant soldiers of Shadow Cell left the Brotherhood to recover from their rather horrifying besiegement, they all stammered about the main area where they had been paralyzed to do anything to fight them. Some like Lance, Freddy, and Todd were still breathing hard, trying to process what had just happened. It was all so sudden and fast and with the way they carried themselves, they seemed all too willing to kill without a second thought. The Brotherhood may not have been experts in the matter, but judging from what they had just seen, it was probably safe to assume that whoever those intruders were…They had killed before and they were dead serious about every threat they had made.

For Pietro, however, was by far the most conflicted, for he had just come face to face with someone who was supposed to be dead. His twin sister, Wanda…The only other family he had growing up…Had been standing right in front of him. For many years now, Pietro had come to reject anybody and everybody who attempted to fill the void after she was…Taken away. The last time he had seen her…She had been crying hysterically…Begging for them not to leave her in such a heinous place. She reached out to them…She reached out as if she wanted to take his hand so he could pull her away. But he did nothing…He let them take her…He let his father take away from him the best and only friend he had ever had growing up.

"Hey, Pietro man…You okay?" said Todd, who was trying to wipe off some of the wetness that now stained his pants from when he had wet himself out of sheer terror while he was looking down the barrel of a gun.

"Yeah…Just…Give me a minute," he said, leaning on the wall for support, grasping his head and trying to hide the expression on his face from the others.

"Dude…Was that really your sister?" said Freddy as he approached the distraught speed demon.

Pietro hesitated before answering…Something he never usually did. Anybody who even remotely knew Pietro knew that he never hesitated or slowed down in anything. It's part of what made him the speedster he was. But this time…The situation was too great for even his super quick mind to process.

"Yeah…It was," he answered, shaking his head in disbelief, "That was…My sister…My twin sister."

"Wow…I didn't know you had a twin sister," said Lance, finding this all to be very shocking to say the least.

"I didn't…" he said, still struggling with what he had just seen as he leaned on the wall in a state of great inner turmoil, "She…She was supposed to be dead. Six years ago…She died in an insane asylum that my father…Threw her in because she couldn't control her powers."

"Wow…Your dad threw your sister in an insane asylum?" said Lance, thinking that was cruel even for Magneto.

"Yeah…I was there…I watched them take her away," said the speed demon as the vivid memory played over in his head in all it's brutal entirety.

"Man…No wonder she was so mad at you," commented Freddy.

"But she was supposed to be dead!" yelled Pietro in response, still finding it hard to accept, "Six years ago…My father told me she had died in the asylum…She hung herself in her cell. I…I was there at her funeral. I saw the letters on her grave! I was there! I swear to God, I was there at her fucking funeral!"

"Easy man…Calm down," said Lance, who had never seen Pietro act like this in all the time he had known him.

"Don't tell me to calm down, Lance!" shot Pietro in response, "I just came face to face with someone who was supposed to be dead! I just saw my own sister…The only other family I ever had…Standing right here!"

"Pietro…It happened…She was here. Accept it man," said Todd, not knowing how else to explain it to the usually cocky and cynical speedster.

Pietro didn't respond to that…He just kept leaning on the wall for support, holding his head in his hands and shaking his head. He couldn't believe what was happening…He couldn't believe she had been here. Had his father lied to him as he so often had over the years? Did he know that Wanda was still alive? He remembered how he had been that day when he told him…It was one of the only times he ever remembered his father getting emotional. It was the only time he had ever seen him shed a tear. But was this really the sister that had been taken away from him all those years ago? Was it really possible? Pietro's mind finally began to accept the notion that she had been here and she was alive and well…But there was still so much about it that tortured his mind.

Just then, another thought came to the mind of the Brotherhood boys, who were finally beginning to catch up with themselves after having been so paralyzed under the force of Shadow Cell.

"Hey guys," said Lance as he looked around, "Anybody want to check up on Mystique?"

The others cringed at the thought, for they had heard her pained screams coming from upstairs while that redheaded girl was 'interrogating' her. For all they knew, she was just a heap of charred flesh by now and nobody wanted to have to be the first ones to see it.

"Oh man…I don't even want to know," said Freddy with a sick feeling in the pit of his stomach, a feeling that was a huge rarity for him to say the least.

"But still…One of us should check on her," argued Lance, "I mean…She could be seriously hurt."

It sounded like a truly grim task…One they never thought they would ever have to do. They had seen just how tough Mystique was in the past and to hear her scream in the mercy of someone even tougher and more ruthless was a chilling thought for them to even contemplate. But before they could debate it any further, they heard sauntered footsteps from the top of the staircase. Then, as they all looked up, they were met with the disturbing image of a tattered and beaten Mystique.

"Wow…Mystique?" said Lance as he and Todd ran up the stairs and helped her down, "Are you okay?"

There were burn marks on her body, purplish bruises all over her face, and her shoulder looked a bit disfigured. But even though she was in a great deal of pain, she shoved the two boys off her as she leaned against the wall for support, coughing up blood as she grunted at pained feeling all throughout her body.

"I'm fine…" she said through the pain, "I can heal…Just give me a few minutes."

The four Brotherhood boys didn't say a word as they kept their distance and simply let her catch her breath. As a shape shifter, her advanced body could heal much more efficiently than a normal human could…But after the kind of punishment Phoenix had inflicted on her, this new round of injuries would definitely linger for a while. Whoever she was, that redhead knew what she was doing when she interrogated her for information on Magneto's whereabouts. She knew exactly how to add to the stress and tension of the moment, causing her great strain and forcing her to weaken her mental shields. And for that, Mystique was certain they were dealing with a truly unusual force.

"So…Who were those guys?" said Lance, breaking the silence, "Did you know any of them? They sure as hell seemed to know us."

"I have no idea…" said the shape shifter, who was beginning to sound more collected through her grunts as she finally managed to stand under her own power, "I've never seen any of them before in my life."

"Well they couldn't have been Friends of Humanity…" reasoned Todd, "Those guys were packing some serious mutant mojo."

"I think that's a pretty safe assumption, Toad," said Mystique in response, still clutching her sore shoulder, "But that's not what worries me…What worries me is how they knew so much about our plans. They knew about Magneto…They knew about his base."

"His base!" exclaimed Pietro, having a pretty good idea what she was talking about, "How in the hell could they know that!"

"I don't know!" she yelled back at him, letting out another pained grunt as she coughed up more blood, "I didn't recognize any of them…"

"Well at least we know who one of them is…" commented Freddy.

"What!" exclaimed Mystique, "What are you talking about? You knew one of those psychos!"

"Yeah…I did," said Pietro in a low tone, "One of them…Was Wanda…My twin sister."

"Sister?" said Mystique in a dumbfounded tone, "Magneto never told me he had a daughter."

"That's because she's supposed to be dead…" replied Pietro grimly, "She was supposed to have died six years ago in an insane asylum."

Mystique took a moment to digest that. While she knew Magneto had never really trusted her with too much personal information, she still knew that Pietro was his son. But he never once mentioned a daughter. And if one of those soldiers truly was his daughter, then that could open up a maze of new complications…But it may also shed some light on what had just happened. Either way, Mystique knew she had to tell Magneto…There was no way around it. She had a feeling that he might not be too happy to learn that somebody now has an idea where his base was, but this was a very serious situation and if she didn't tell him, he would take that as a sign of disloyalty…And she knew what would happen to her, not to mention her children, if he considered her disloyal.

"This is big…" she said as she finally began to shake off the pain of her injuries, "I have to inform Magneto."

"Wait!" said Pietro, thinking it may not be a good idea to tell someone as volatile as his father that Wanda was alive, "We can't do that…We shouldn't! If he finds out that Wanda is alive, then…"

"Pietro! They knew about Avalon! And now they may actually have a clue as to it's location!"

"But…How did they…"

"They broke me…In more ways than one," grunted Mystique, feeling another twinge of pain at the fresh memory, "That redhead was a psychic…One nearly as powerful as Xavier. And she knew how to get information…She knew how to break one's will. That means we're dealing with real pros here. And if they're after Magneto, then we have to prepare!"

"Wow! No way yo!" said Todd, feverishly shaking his head, "I didn't sign up for that shit! Fighting the X-men is one thing…But those guys!"

"I know man…They were seriously ruthless!" said Freddy in agreement, "I'm talking real movie type ruthless!"

"Well we can't just do nothing…" said Mystique, feeling less afraid, for she was no stranger to danger herself, "Whoever these people were…They're a real threat. Now I'm going to call Magneto and pray to God that he's in a good mood today…Because when he finds out, I doubt he'll be too thrilled."

"No argument here…" said Pietro, glad that Mystique was going to be the one giving him the bad news instead of him, "Just…Try not to say too much about Wanda."

"I'll keep that in mind…" she said as she sauntered back up the stairs, "Until then…Stay on high alert and practice some of the training that you all have so frequently negated. Because if we have to face them again…I want us to be able to at least put up more of a fight."

The four Brotherhood boys shuttered at the thought of facing the five mutant soldiers again. But they did not argue her point in the slightest as they watched her ascend the stairs, still limping from her injuries. Mystique did not look forward to informing Magneto that they may have a slight complication in their plans now…But she had come to expect that from the master of magnetism by now…And only hoped that he would have at least some idea of how to deal with this…For whoever those mutants were, they were truly a force to be reckoned with.

* * *

Back in Washington DC in the super secret meeting amongst the most powerful and influential people of the military and intelligence community was in full swing as each side compiled the data they had gathered and put together the overall scenario concerning mutants. The intelligence Shadow Cell had collected during their reconnaissance mission had been the greatest contribution, which helped garner more influence during the proceedings for the Colonel and the General. However, as always, their opposing views towards mutants helped to fuel the intense debate that much of the upper levels of the government remained divided over.

Throughout the course of the meeting, many of the war hawks who favored radical action against mutants which included registration, internment, and if necessary, termination, all seemed to rally behind the Colonel and his GURSO unit supporters. In contrast, the leaders who favored peace, rallied more around the General and Nick Fury, who had far more peaceful and understanding views towards mutants.

While the first objective of creating a comprehensive database on the mutants of the X-men and Brotherhood had proven successful, the overall progress in terms what course of action they should take remained deadlocked. The heated debates were a show of great struggled between personal, ideological, and political views that all differed among the many men and women present who held in their hands the power to either evoke a war that would wipe mutants off the face of the planet or to work to establish a peace.

For decades now, these people had flooded the public with lies and deceit about the existence of mutants as they often had with many other fantastic forces that they knew nobody was ready to accept yet. But the time for cover-ups was over and even they didn't have the power to go back on what had happened as a result of the sentinel incident. And because of this, there was plenty of animosity and finger pointing going on amongst the officials, but despite such complications, the debate continued and the men and women who held an entire nation in the palm of their hands were now left with many hard decisions to make.

"People, how many times do I have to tell you…We cannot preserve peace unless mutants are somehow managed or regulated!" said the Colonel as he stood and spoke in to the many listeners in the vast secret auditorium which was built in the highly secured lower levels of the Pentagon.

"Colonel…What you call managing and regulation…Some may call persecuting and exterminating!" said one of the female White House officials who was one of the many voices of the President.

"And don't forget Colonel…There is a little something called the constitution that we must consider before carrying out the kind of plans you're proposing," said one of the lead lawmakers sitting in the political seats which directly faced the military heads.

"Oh don't give me that 'we the people' bullshit," scoffed the Colonel, "Do you have any idea just how many times this government violates the constitution on a daily basis! I mean…Has anybody ever actually read the Patriot Act?"

"Colonel, we're not here to debate whether or not your plan is constitutional," said one of the regulators of the debate, "We're here to discuss plans of action in dealing with this new phenomenon."

"New Phenomenon!" exclaimed the General, "This government has known about the existence of mutants since before many of us were even born! And in all that time, did mutants rise up and start a war? Did mutants organize and execute a massive coup of humanity?"

"General, we are aware of the 'official' standpoint this government has maintained on mutants, but I think that hardly pertains to our debate," said the regulator.

"I disagree…This is something we can't ignore whether we like it or not," argued the General, hoping that some of the hawks would listen to reason when it came to the manner in which they described this so called 'new phenomenon' that was proving to be so divisive, "Now our secretive policy towards mutants yielded no such problems in over 50 years of cover-ups. And to say that all mutants must be 'dealt with' or 'regulated' per se…Does that mean we should forget about how our government tried to make weapons out of mutants like with Weapon X? Does that mean that we should forget that we once used mutation to created heroes that helped save this country like Captain America?"

"General, I realize that you speak from the standpoint of a mutant military unit…But we need to focus on the social aspect of what the mutant phenomenon is doing to this country," argued one of the political representatives that dealt with maintaining social order, "People are running scared out there. They now know that there are creatures out there that have the power to create untold destruction at will and without warning."

"Sir, you speak as though mutants don't have a brain in their skull," retorted the General, "How many of you can honestly say you've met a mutant before? And furthermore, how many of you can honestly say you know of any others out there like Magneto who seek to threaten all of humanity? This government is adamant about condemning just radical Islamic terrorists without condemning the whole of Islam, so why should we not condemn just radical mutants instead of condemning mutants in general?"

A great deal of subtle chatter ensued as the General's words seem to strike a chord with many of the officials. As a man of extensive political experience, the General knew a thing or two about swaying a crowd and many of the hawks couldn't help but let out a light grumble as they saw the impact his words had.

Feeling as though he had gotten his point across, the General took his seat next to the Colonel despite the glare he received from him. But after having worked alongside this man for nearly a decade, he had become somewhat accustomed to that.

Sitting only a few rows away from the Colonel and the General, Nick Fury had yet to say a word in this meeting. For the most part, he had just been smoking cigars and letting the General convey most of the points he probably would have conveyed otherwise. When it came to national security, usually Fury was the first one to speak and was always an ardent believer in immediate and effective action. However, when it came to mutants, he held a much different stance.

Having been one of the few others besides the Colonel and the General who had worked with mutants in the past, he held a much more understanding view when it came to the matter. He had met with mutants and even was allies with a few of them…Namely the former Weapon X soldier, Wolverine. However, despite his more friendly views towards mutants, there were a few things he knew that probably shouldn't be brought to light…Namely the secret moves he made during the sentinel incident to help the X-men when they had to get out of the country.

As a leader of SHIELD and one of the most famous cold warriors still in active service, Nick Fury always commanded a great deal of respect and criticism from people who both loved him and hated him. And among them were the heads of a group that often flew in the face of SHIELD…The program known as project Shadow Cell. From the get go, he didn't like how so many unsavory characters, many of whom had very unfavorable views of him to say the least, had joined together to form such a powerful and influential organization. Shadow Cell had gone from a shady upstart to one of the most powerful and successful defense programs in the history of the government. Oftentimes, they handled certain tasks that even SHEILD wasn't crazy enough to take on, but they had never failed and they had shown both him and the higher ups time and time again just how powerful and efficient they were.

And it was for that reason why Fury had reasons to be concerned about the Colonel and the General. Shadow Cell may have been hailed as a great success many years ahead of it's time, but Nick Fury had his suspicions about the people who ran it. He never trusted that unsavory Colonel who ran the GURSO unit and was paranoid of practically everybody and while the General was a very amicable and dutiful officer, he knew he still harbored a grudge against him for being on the board that reprimanded him after an incident that stagnated his career.

Nick Fury never trusted Shadow Cell and the people who ran it, but it was never his duty to criticize when they kept getting the job done. It was for that reason he stayed silent and kept smoking his cigar, looking more or less indifferent to the proceedings which he knew weren't getting them anywhere.

"Colonel Fury…" said one of the regulators in the center of the auditorium, "Do you have any thoughts you'd like to add? I'm aware that SHIELD has had a few run-ins with mutants in the past."

Fury just exhaled a puff of smoke as all eyes then turned to him and he gave them their answer.

"Nope…You folks are doing just fine dancing around in circles. Don't let me hold you up," he commented.

"Sir! I think you're not taking this matter seriously!" said one of the other SHIELD officials who often came alongside Fury.

"Serious or not…I think it's pretty clear that we're not making any progress," said Fury as he put out his cigar.

"Well perhaps in all your infinite wisdom of SHIELD experience, you could help us overcome such deadlock," said the regulator.

"Since when has anything I said really made a difference with shit like this?" quipped Fury, "You all think I'm bias towards mutants and anything I say or suggest is always thrown out the window because you don't trust me to make sound decisions in instances like this."

"Well that was before a giant robot went rampaging down Manhattan!" said another one of the regulators, who was growing just as frustrated with the meeting as many of the others.

"Then if it makes you feel better…I agree with the General. Is that good enough for you?" he said, hoping that would say enough to get some of these people off his back.

Another round of subtle chatter began to circulate around the auditorium. Fury just let them talk as he lit another cigar. He could feel the distasteful glance the Colonel was shooting him from a few rows up, but he ignored it. He was used to men like that making things difficult for him, so he could care less. The General seemed a bit more approving of his words and despite his views towards Fury, he looked glad to have a little support from someone who wielded nearly as great an influence as he did.

The Colonel's penetrating gaze did not wane, then suddenly…His cell phone went off and he was immediately taken out of his daze as he checked the display to see who it was from.

"God damn it!" said the Colonel as he prepared to get up.

"Where are you going?" said the General, "What's wrong?"

"Nothing…" he told his superior, "Just a personal call. I'll be right back…"

The General let him go as he got up from his seat and scurried up the staircase. Upon seeing this, Fury grew a little suspicious. He had been in meetings with the Colonel before and he knew that whenever he got a call, whether he said it was personal or not, it always meant something. He played off the General's trusting nature way too much and had a gut feeling that something was amiss.

As he put out his cigar prematurely, Fury got up and began making his way up the steps as well.

"Sir…" said one of his subordinates, "Sir, where are you going?"

"To take a piss…" he said simply, "Cover for me."

Not wanting to argue with the former cold warrior, Fury was allowed to make his way up the steps, following closely behind the Colonel's path. Knowing he would probably want to answer his call in a place far from prying eyes, he made his way over towards the stairwell, thinking that would probably be the least conspicuous location for a man like him. It was just a hunch, but as soon as he got close and heard faint shouting from the other side of the door, his hunch was quickly confirmed as he listened in.

"What!" the Colonel exclaimed through the phone, "What do you mean you're not sure! You're always…"

Fury kept listening, committing each word to memory.

"I thought it was your job to keep an eye on them!" he spat into the phone, "And if you're not sure, then FIND OUT! Because if I get back and something is amiss, I'm going to send you to rot in Iraq, you hear me? Now find out more and call me back as soon as possible! And in either case, insatiate protocol 604…But keep it off the record because if what you say has any validity, we have to be ready…"

That was all Fury needed to hear as he quickly made his way away from the door and back towards the auditorium. He always knew that Colonel was an unsavory son of a bitch to say the least, but when he got mad, he was capable of anything. And with the GURSO unit at his fingertips, there was no telling how far he would go.

Either way, Nick Fury had a feeling that Shadow Cell may be having some internal problems. And if something happened with them, he would have to be prepared to deal with it. Bearing that thought in mind, Fury decided to make a few calls of his own before returning to the meeting…Hoping that if that Colonel had any kind of restraint in him, he wouldn't do anything too brash. Then again, knowing his luck, it could only escalate…And it would most likely come back to bite him in the ass later on.

* * *

Back in Bayville, the first part of Shadow Cell's discrete mission against Magneto had been a success. They got in there, neutralized the resistance, and extracted the information as they were told with the uncanny efficiency that only they could muster. And now that they had at least part of what they needed, they could proceed to step two.

They were now driving down the back roads away from the Brotherhood house in their jeep, waiting until they were clear from the boarding house before they contacted Dr. Essex. They had been a bit surprised to find that the Brotherhood had been such easy prey, but they weren't complaining. It was a nice change of pace for them, for they were so used to dealing with outright impossible odds. But they continued to remain vigilant, knowing that the next step of this little mission could bring forth challenges the likes of which they had never faced before. Then again…They were used to such things by now after so many years of toil and hardship both on and off the battlefield.

"Are we clear?" asked Jean as she looked back to make sure that the Brotherhood house was out of sight.

"Yeah…I think we're clear," said Scott as he remained focused on the road, "Go ahead and call Dr. Essex."

"Right…We should probably find out what he wants to do next before the Brotherhood tries to report anything…Not that anyone will believe them," said Jean as she picked up the phone and dialed the number.

"Yeah…I have to say, I was expecting more from them," commented X23.

"Yeah…But what are you gonna do?" shrugged Vincent, "They were wannabe tough guys who thought they had nothing to fear."

"Well now they do have something to fear…" said Wanda, the memory of facing her estranged twin brother still fresh in her mind, "And hopefully, they'll fear us enough to stay out of our way in the long run…"

"Yeah…Hopefully," said Jean as she waited for Dr. Essex to pick up.

Back at Shadow Cell HQ, Dr. Essex was hard at work in the main lab area, toiling over adjustments and enhancements to the bio-mutagenic accelerator. The plans he had kept so secret contained all the details he needed to take his dream to the next step, but given the sheer scale of what he planned to do, it would definitely take some time to say the least. But he was close…Very close now. His glorious machine was finally beginning to take shape before his very eyes…But he still needed a few more components to make it fully operational.

"Nathanial…" said Magnum, who was carrying a couple heavy oversized crates on each shoulder with relative ease, "Where do you want these?"

"Set them near the servers…We'll have to add those once the new bio tanks are installed," he told her, his eyes not deviating from the work he was doing with the main feed in tubes.

"And what of the other crates?" she asked him, "I still have to find the components necessary to utilize the stone."

"Don't worry…I already know where you can get them," he told her with confidence as he finished making his adjustments and stood up, "Just leave everything to me…And it'll all be ready soon enough."

Just then, his cell phone began ringing.

"Ah…Right on schedule," he said in an optimistic tone as he answered it, "Hello?"

"Dr. Essex…Step one is complete," said Jean's voice through the other line, "The Brotherhood sang like a flock of canaries."

"Yes, I expected as much," said Dr. Essex confidently, knowing that a bunch of mutant misfits could hardly measure up to his advanced, well trained creations, "What did you find out?"

"Well I didn't get an exact location…" began Jean as she filtered through some of the images she saw in Mystique's mind during the interrogation, "But I was able to find out that it was somewhere in the arctic north…Probably around the north pole where the Earth's magnetic field would read the strongest."

"For someone like Magneto…I can't say I'm very surprised," said Dr. Essex, rolling his eyes, "Exactly how narrow a field did you manage to get?"

"Well that's the problem sir," said Jean, "We know he's at the North Pole now, but that still leaves an area three times the size of New York for him to hide. Is it possible to do a more thorough rescanning with spy satellites?"

"No…There isn't enough time and I don't have the authority to do so," answered Dr. Essex.

"Then how do we find him?" she asked, knowing there had to be another way.

"That, my dear pupil, I have already prepared for," he said confidently, speaking with the great poise and assurance that had come to define him so much, "Now that you have an area to focus your search on and a general outlay of the surroundings, it should be possible to do a psychic scan to get his exact location."

"But I thought you said he had a powerful cloaking device around his base," said Jean in response.

"He does…But now that you have an image to look for and an area to narrow down on, it should be possible to penetrate it with your powers," said Dr. Essex.

"Sir…I know I'm a powerful psychic, but I hardly think I'm that capable of searching such a wide area for something that's so heavily cloaked," said Jean.

"You may be right about that in some ways…But I already have a solution for you…Put me on speaker," he said.

Jean immediately complied, hitting a button on the phone that would allow his voice to be heard by the rest of the team.

"Okay…You're on sir," said Jean as she and her comrades all listened attentively.

"Good…Now that you have the right data, you can proceed with the next part of your mission," he said to them, knowing they all should probably hear this, "While I had a feeling that Mystique wouldn't know of the exact location, all we truly needed was a hint in order to effectively do a more thorough search to find his exact location. But since radar and reconnaissance won't be sufficient enough…That leaves only room for psychic means."

"So I guess this means that Jean is going to have to find it," concluded Scott.

"Yes…But not without help," said Dr. Essex ominously, "You see…Thanks to a little tidbit of intelligence courtesy of SHIELD, we now know that Professor Charles Xavier of the X-men locates and monitors mutants with a specially designed computer he calls Cerebro that amplifies his psychic abilities and allows him to effectively sense and connect to every mind on the face of the planet."

"But I thought Magneto's mind was supposed to be heavily guarded," said Vincent, who, thanks to his photographic memory, was usually the one to bring up certain details that may otherwise go unlooked.

"Ah, but it's not his mind that you must seek…It is simply his base," answered Dr. Essex, "On your own, it would take too much time to do a regular psychic search…But with the help of Cerebro, it should be possible to do a broad, yet thorough psychic scan of the area in and around the North Pole. And given you're exceptional abilities, you should be able to penetrate Magneto's cloaking technology since it's very much the same as the one that guards the base and I know you all managed to get around that time and time again."

"So wait…Let me get this straight," said Scott, who tried to piece together what Dr. Essex was saying, "You're suggesting that we break into Xavier's Institute…"

"Which has over a dozen powerful mutants mind you including the most powerful telepath in the world…" added Jean, who knew the institute quite well after the extensive surveillance she and the others had done on it earlier.

"Right…" said Scott as he continued, "And we fight out way through that security system of theirs that's on par with most nuclear missile silos, hack into a computer that probably operates on a level of functioning that no other system in the world could probably match, and use it to find a heavily cloaked base in an area the size of a small country in as little time as possible?"

"Well in simplest terms…Yes, that's exactly what I'm suggesting," said Dr. Essex, not sounding too dissuaded by the challenges presented.

There was a brief silence amongst the five mutant soldiers as they took in the details of their new objective. The Brotherhood was one thing, for there were only five of them and they were based in a rickety, messy house…But the X-men were a different story. They lived and operated out of a huge mansion with an elaborate security system that worked off of a technological backbone that most government facilities only dreamed of operating on. Not to mention, the mutants in the Xavier Institute were much better trained, equipped, and organized. And if their teachers were any indication, one of them including the original Weapon X, then they would most certainly know how to handle themselves.

It was a difficult task with plenty of unknowns…But to Shadow Cell, it was pretty much the same kind of objectives they were always faced with…Unknown, unprecedented, and exceptionally difficult. Either way they had a mission to accomplish and they were bent on finishing it no matter who or what they had to go through.

"Well…Sounds easy enough to me," shrugged X23.

"Yeah, breaking and entering a place more secured than Fort Knox and fighting off a legion of trained mutants…Sounds like a plan," affirmed Wanda, not at all daunted by the prospect of what they faced.

"Excellent…" said Dr. Essex in full confidence, "Take on each challenge with pride like I know you always do my children, for the weight of the world is once again upon your shoulders. Good luck…And Godspeed."

"Thank you Dr. Essex," said Jean, "Over and out…"

And with that, Shadow Cell had their next task…Breaking and entering into the Xavier Institute. They would have to fight through high tech security, a legion of super powered mutants, and operate a machine that few people on the face of the planet were qualified to handle. But as with every challenge they had faced throughout their lives as mutant soldiers…Shadow Cell was ready and willing to fight with every ounce of skill, power, and experience they had in order to get the job done.

"Okay team…" said Scott as he stepped on the gas and set course for their new destination, "We have our next challenge, so let's not waste time. Next stop…The Xavier Institute for Gifted Youngsters."

* * *

AN: Oh boy! First the Brotherhood, now the X-men! Shadow Cell is really getting around now and they have already begun to leave their mark! The Brotherhood sure as hell knows it, but now the X-men are about to find out! Stay tuned to see the action packed first encounter between the X-men and Shadow Cell! And believe me, you won't want to miss it! In the meantime, don't forget to REVIEW! Send your feedback to me directly via email or post it on the fanfiction website! Thanks a bunch for reading and I wish you all the best!

KEEP GOING! JUST A LITTLE BIT FURTHER! REVIEW!


	27. Institute Infiltration

**Sinister Soldiers  
Chapter 27: Institute Infiltration**

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* * *

You know the drill folks, so I won't repeat it! Before I begin, a quick word to those kind people who took the time to review!

**Heartsyhawk: **Yeah, the X-men are in for one hell of a fight! No doubt about it! Read on to see just how it goes down because it is truly an intense battle! This one fight will help set the stage for so many bigger events to come, so this is merely a prelude! Believe me when I say the best is yet to come! Thanks as always for your wonderful support! You totally rock my friend! Peace out!  
**Agent-G: **Thanks again for all your help with this chapter my friend. I took your advice and incorporated it into the dynamics of this chapter. I hope you like it! Shadow Cell is going to have a hell of a conflict with themselves because as much as they don't want to hurt civilians, they're going to have to if they're to complete the mission. And from here, things are definitely going to start getting messy! Thanks again for all your help and support my friend! Stay cool like you always do! Peace out!  
**Simba317: **Wow…A double review! Is there anything sweeter? If there is, I sure don't know if it because you're comments are always a joy to read! I'm glad you got around to reviewing the last couple of chapters because they are going to be very critical in regards to future events. It also shows just how different some of the characters are in this world, the incident with the Brotherhood being the clearest example. And now with Nick Fury in the picture, you can expect a few very complex events to come! As always, I give you my deepest thanks for leaving such a wonderful review! They really do have a way of making me smile! Thanks again! You rock beyond words! Peace out!  
**Jenskott: **Glad you liked the aftermath of the Brotherhood brawl, but that was NOTHING compared to what I have in this chapter! Now, they're going up against the X-men and the stakes are very different! The X-men are civilians that they don't want to hurt and they have something they want. So of course, there's going to be some friction both inside and out with this coming battle! As for the Colonel and Dr. Essex, you'll see soon enough what's going on with them. But until then, it's all about the action! Hope you like it my friend and thanks a ton for the review! You rock! Peace out!  
**KaliAnn: **Hey! Happy to see that you managed to find time to review, girl! And your comments to the last chapters were quite accurate, for this is just a prelude to much bigger battles! Shadow Cell didn't break a sweat laying the smackdown on the Brotherhood…Now see how they fair against the X-men with this chapter! Thanks again for the review girl! It's always a pleasure! Hope you like it! Peace out!  
**Howlerdrode: **I know that there wasn't much action in the last chapter, but trust me…This one has plenty to boot! Shadow Cell made quick work of the Brotherhood, now see how they handle the X-men! And don't forget the subtlety of the oh so mysterious Dr. Essex as well as the ever pestilent Colonel, for they too shall come into play soon enough! Hope you like it! Thanks a bunch for the review my friend! Peace out!

Also, a special thanks to: **Quillian, Reality Bender, X00001, GothikStrawberry, maddisonavenue, Mark C, Wen1, and Jacx.**

REVIEW! REVIEW! REVIEW FOLKS! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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The five mutant soldiers of Shadow Cell had their next challenge…Break into the Xavier Institute for Gifted Youngsters, fight through a powerful team of mutants, and use Cerebro to find Magneto. Such a task would require a number of skills on their part ranging from deception, hacking, and infiltration. Stealth would be tricky because of the presence of multiple telepaths and lethal force was not acceptable given that these were civilians and not the enemy they sought to destroy. But restrictions aside, it was a mission they all felt prepared for since they knew they had the jump on them in terms of surprise and intelligence thanks to their previous mission.

It was Saturday, so everybody at the institute was home and since time was of the essence, they couldn't afford to wait until some of them left. But as with every mission, they took a little time to scope out the situation from a distance. They had parked their jeep atop a hill not far from the institute gate and were all currently observing the overall layout of the school via binoculars and psychic scanning. The sun was just setting and the five mutant soldiers were preparing to make their move. They hoped the coming darkness of the evening would work to their advantage and the unsuspecting students within wouldn't put up too great of a fight. Time was running out and they didn't want to squander a single moment of their narrow window.

"Okay, so let's assess our situation here…" said Scott as he looked at the Xavier institute through his binoculars with the others, "We're about to attack a school of innocent civilians. We've got ground security with infrared sensors that trigger underground defense turrets before we even get close to the mansion itself, we've got the possibility of internal defenses that are probably just as strong if not stronger, our only access to the lower levels where Cerebro is located is through a secure elevator, and then there's the computer mainframe that runs the damn thing with enough firewalls to make the CIA envious."

"And don't forget the occupants inside…" reminded Jean as she did a quick psychic scan, "I sense they're all in there. They've just finished eating dinner."

"Any chance of a few of them leaving?" asked Scott, knowing the fewer opponents they faced upon entry, the better.

"Not tonight…"

"Then I guess that means we'll just have to deal with them," sighed Scott as he put his binoculars away.

Such information didn't necessarily sit well with the five mutant soldiers because what they were about to do was going against the code of honor and compassion that they had been taught for so long. Taking on the brotherhood, an actual threat, was one thing…But Xavier was a peaceful man who promoted peaceful ideas. Attacking someone like him and his students just to use Cerebro was wrong on so many levels, they knew that. Even after having killed so many people, the five mutant soldiers were adamant about protecting the innocent and none of these kids deserved to be in the crossfire.

Vincent, who had grown up in an orphanage, was especially having mixed feelings about this…But this was their mission and there was nothing they could do the change this.

"Damn…Anybody else feel as though this is wrong on so many levels?" pondered Vincent, who couldn't help fight the lingering feeling of uncertainty about all this.

"Trust me, Vince…You're not the only one," said Scott, who did share his feelings to a great extent.

"Well hopefully, they'll be as easy as the Brotherhood was. We just need to take them out of the fight, that's all," said X23 as she did a quick check of her guns, making sure they were loaded and ready for use, although she secretly wished she didn't have to.

"Don't count on it…" said Jean as she finished doing her sweep, "From what I can sense, these guys are no pushovers. They faced that sentinel and succeeded, so they definitely have at least some fight in them. And we may be forced to lay a little smackdown to neutralize them."

"Doesn't mean it'll be enough though," added Wanda.

"With so many of them still so young…You're probably right," said Jean, not feeling all that concerned about what they were facing, but feeling very much worried with how they were going to go about not harming innocent civilians.

"So then how do we do this?" asked Vincent, knowing they couldn't go in without a plan.

"Simple…" said Scott as he quickly formulated a course of action in his head, "We'll do a standard Delta style multiple level infiltration. X23 will lure as many as she can to the upper levels while Mayhem and Scarlet Witch hold them down on the ground floor. They already outnumber us so the fewer opponents we have to face at once, the better. That should leave more than enough time for Phoenix and I to make our way down to the lower levels. They key factor here is simply time."

"Hmm…" said Vincent as he thought about the plan and looked at the overall layout of the institute, "Sounds like a good plan to me. How long do you think you'll need?"

"For Cerebro?" said Jean as she thought about how she was going to handle it, "Fifteen minutes tops…"

"Does that include breaking through Cerebro's firewalls?" asked X23.

"Don't worry about that," said Jean as she pulled out her flash drive, "I've been working on a nasty little program that'll shred their defenses like confetti. There's no chance they'll be able to beat it."

"Have you tested it yet?" asked Wanda, who knew a bit more about computer hacking than the rest of them.

"Nope…But we'll find out soon enough," said Jean, not sounding too concerned, "Just remember what Dr. Essex said…Avoid casualties at all costs. These are students, teachers, and civilians…Not soldiers or terrorists."

"Doesn't make it any easier though…" said X23 as she put her guns back into her holsters and stood ready to begin their assault.

"But it shouldn't make it any less chaotic either," added Wanda.

"Right…" said Scott as he turned back towards his comrades and they all stood ready to begin the next part of their mission, "Now remember…The quicker we do this, the better. The X-men aren't the Brotherhood…They're not a bunch of misfit outlaws. They're a peaceful group that promotes peaceful ideals…So let's only try to damage their pride more than their bodies."

"And we can't forget that they're civilians…" commented Vincent, "These are the people we're supposed to protect…Not fight."

A heavy silence fell over the five soldiers, feeling as though they were not going to like themselves after all this was over. But they had their orders and the fate of millions hung in the balance. And if they were going to save those people, then they were going to have to get their hands dirty. But that didn't mean they had to like it.

"I know how you feel Vincent…But if we don't stop Magneto, then the damage he could inflict on them and millions of others would be immeasurable. Unfortunately, this is how the game is played…This is what we have to do. It doesn't mean we have to like it. Sun Tzu once said that nobody hates wars more than warriors, and I think that definitely applies here. We have a job to do guys…A job that could save millions. And if that means we have to go through the X-men, then we have to be willing to go the distance. Because if we don't…Magneto will. Now come on…Let's get going while we have our chance."

Their conscious still nagged them and their sense of honor was definitely conflicted by this. They may have been soldiers and killers…But they still knew right from wrong, good from bad. This was not going to be easy on them…But as soldiers, they had every intention of seeing this through. And like always, each one of the five mutant soldiers from Shadow Cell placed their hands together in the almost ritual-like chant that they continued to hold even during times of great uncertainty.

"Kuwabara…Kuwabara…" they all said in perfect unison.

And with that, Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch prepared to storm the Xavier Institute for Gifted Youngsters.

* * *

Inside the institute, the X-men had just finished eating a nice Saturday dinner that Ororo and Remy had prepared for them. With it getting harder and harder to go out because of the animosity towards mutants, the students in the institute found themselves more often enjoying the large meals that were prepared by Ororo, Beast, and Gambit in the large dining room. Oftentimes, it had somewhat of a family dinner feel to it, but it was a feeling many of the students who had come to see the institute as a true home had come to cherish.

Since Ororo and Remy had cooked, dish duty was handled by Betsy and Warren, who actually managed to have a little fun with it as Warren sprayed Betsy a few times with the sink faucet. Their laughter quickly consumed the kitchen and Rogue, who had been left to clear the table, could only roll her eyes in annoyance at their open show of playful affection.

"Ugh…Ah think mah dinner may make a comeback if Ah see much more of this crap," she grumbled as she left the kitchen and let Warren and Betsy continue their little games.

"Aw come on, cherè…" said Remy, who had been hovering around her like always, "Don't lose de dinner Remy so elegantly prepared for y'all."

"Funny, Ah thought Ororo did most of the cookin'," made Rogue with a wry grin.

"Hey…Remy peeled de potatoes and made de sauce for de gumbo," said the Cajun mutant in response.

"Is that all?" she said, still not convinced as she walked with her Cajun friend down past the dining room and over towards the living room.

"Aw come on, cherè…Don't tell Remy dat ya doubt his expert cookin' skills," he said with a cocky grin to match Rogue's, "What kinda New Orleans bred Cajun would I be if I didn't know how to add just the right amount o' spice to any meal?"

"One with too much free time?" she quipped in response.

"Very funny, cherè…"

While they continued to chat/flirt, they passed Kurt and Kitty along the way, who made little kissing faces toward them, all of which were completely ignored. While such actions had been a serious source of annoyance for Betsy and Warren before they got together, Rogue and Remy didn't seem to care or they just did it to annoy them back.

"Man, could Remy ever take a hint?" said Kurt, shaking his head as he passed his sister and her Cajun friend.

"Oh I don't know Kurt," said Kitty as she looked back at them, "I doubt he'd keep flirting with her if she didn't flirt back in some regard."

"Mein sister? Flirt back? Not a chance!"

"Hey…Anything's possible," said Kitty as she took her friends arm and led him into the den before Bobby and Jubilee stole the TV from them like last night, "After all…This is a house of mutants."

As they made their way to the den, some of the New Mutants crowded around Logan, whom they had been pestering for some time now about taking them dirt biking near the bluffs just outside of Bayville.

"Come on Mr. Logan! It'll be great training for us all!" coaxed Sam Guthrie, who had a great deal of experience when it came to motorbikes.

"Kid, do I need to get a dictionary out for ya?" said Logan, who was getting a little tired of being pestered about this to say the least, "No means no!"

"But it's a great way to get a little experience outside the danger room!" argued Ray, "You're the one who's always criticizing us about how we don't have enough real world experience."

"Yeah, and besides, we're all going nuts here cooped up in this place," said Roberto, "You gotta let us out and do something other than school."

Logan just let out an annoyed grunt which was usually enough to shut anybody up. But these kids just weren't letting up. Ever since the Prof got those new motorbikes for everybody so they could get around easier without having to worry about dealing with an intolerant public, they had all been eager to take them out for a little thrill seeking. But dirt biking wasn't something he wanted to organize given how they had wrecked the X-van and the X-jet a couple of times in the past with joyrides.

"Come on Logan…Ya can't tell me ya wouldn't have fun with something that has to do so much with motorcycles," said Sam, trying to appeal to some of the few things they knew Logan did for fun, which mostly revolved around his coveted motorcycle.

"Watch me…" he grunted as he kept walking while the three other boys kept following.

"Well then…At least say you'll think about it," said Ray, not wanting it to be over just like that.

"If it'll get ya off my case…Fine! I'll think about it!" he said back, which all the boys responded with a resounding round of approval, feeling as though it was a start.

"That's all we ask Mr. Logan," said Roberto, "Just remember that the weather isn't going to be this nice for long!"

"Right…" mumbled Logan as the three boys finally went the other way and left Logan on his own to rub his sore temples.

Just then, a new presence appeared before him…Only this was one he didn't mind.

"Rough night, Logan?" asked Ororo with a wry grin.

"You have no idea…" he muttered in response, thinking he needed to tear the danger room up later on.

"Well if it helps…I think you should consider their proposal."

"What!" said Logan, surprised that she was taking their side after the joyride incident with the X-van a few months ago.

"I'm serious, Logan…I think you should show the students that you have a sense of fun."

"Well the definition of fun between a guy like me and kids like that is pretty damn wide last I checked," retorted Logan, who Ororo felt was just making excuses now.

"But if it involves motorcycles, I think that enough for even someone like to you to have a good time with," she said, wanting to get Logan to see her point.

Logan simply flashed her a wolfish grin, thinking she was just pushing him to be less of a stiff when it came to the students even though they had all grown somewhat used to the big bad Wolverine over the years. That had its advantages…Then again, there was always room for improvement.

"At least promise me that you'll think about it, Logan," coaxed Ororo with that look in her eyes that Logan hated because it always got him to do things he wouldn't normally do, "I think it would be good to show the students that you know how to have fun."

Logan simply let out a frustrated sigh as Ororo gave him a look he would probably have associated more with Kitty or the other young recruits, but as annoying as it was…It worked.

"Fine…I'll think about it," he told her.

"Great!" she said as she gave him a small peck on the cheek, "That's all I ask…"

And with that, she left…Leaving Logan quite dumbstruck. He found himself touching the area on his burly face where her lips had touched, but he found himself quickly shaking it off as he so often tended to do with things that made him feel dazed and confused. Nevertheless, he did manage somewhat of a smile and the headache caused by the Ray, Sam, and Roberto was actually gone, giving him all the more to think about as he headed up to his room to do a little weightlifting.

After much of the students and staff went their separate directions, Professor Xavier and Beast began making their way down to the lower levels. Since Saturday nights were usually their off nights from danger room sessions, it was usually a good time for them to do a little work on the systems and make improvements or repairs if necessary.

"So what do plan to work on tonight, Professor?" asked Hank as he and the wheel chair bound man entered the elevator.

"Not much. Just a few new upgrades to Cerebro. I've been working on some programs that should help us monitor mutant activity in a few specified hot spots as well as keeping track of a few 'friends' of ours."

"You mean such as the Brotherhood or Juggernaut?" said Beast as the elevator stopped and they stepped off.

"Among others…" said the Professor with a sigh, "We now have human threats to deal with and chances are a few may begin crusading against mutants as Trask did."

"Well given the current state of affairs, I suppose such a scenario is very possible," said Hank as he began to think about it, "Perhaps I should make a few new programs for the danger room that deal with such threats. While the team has done well against the Brotherhood…Ordinary humans may choose to be a bit more difficult."

"We must always be prepared old friend…" said Professor as he made his way towards Cerebro while Hank headed over to the danger room, "There's no telling just how fast things could change in our line of work."

* * *

Outside the mansion, the setting sun had bathed the whole institute in a darkened twilight. For Shadow Cell, it was the perfect time to make their move. Every one of the X-men may have been in there waiting for them, but if they had to fight each one of them to get to Cerebro…So be it.

Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch were all poised to enter as they stayed close upon reaching the gates of the institute. They knew there were plenty of cameras all over the outer perimeter, so naturally, they chose the shortest and clearest path they could manage. But since speed was of the essence with this mission, they couldn't afford to go slow and stealthy, so they would simply have to go through the security rather than around it.

"Okay Scarlet Witch…Give us some cover," ordered Cyclops as he and X23 were lifted over the wall via Phoenix's telekinesis while Mayhem flew the Scarlet Witch over on his back.

"You've got it!" she affirmed as her eyes began to glow and she unleashed waves of her hexing powers upon the surrounding cameras, alarms, and sensors.

While they knew this wouldn't directly draw their attention, it would most certainly give away their presence. While they didn't know it, a mild yellow alert drew Hank away from his work and he made his way over to the security room, thinking it was only a mild technical malfunction…Which would only serve to Shadow Cell's advantage as they continued their advance.

Once they were over the wall and on their feet, they began moving closer near even more sensors. Phoenix and the Scarlet Witch managed to short out a few of them with a little hexing and telekinesis, but given the advanced systems of the institute, so many short outs quickly triggered the automatic defense mechanisms.

"Here comes the mayhem!" said Mayhem as he punched through and shot several turrets that rose up out of the ground, "Let's not let it slow us down!"

"Since when has shit like this EVER slowed us down?" grunted X23 as she tore through two nets that were launched from a couple of traps concealed in a tree with her adamantium claws.

Just then, a huge defense cannon rose up out of the central fountain and the five mutant soldiers instinctively scrambled.

"Scramble!" yelled Cyclops as his body glowed in a bright ruby red light and he leaped out of the way of an incoming blast.

As soon as he landed back on the ground and got his footing, Cyclops unleashed a powerful optic blast through his eyes that decimated the large cannon and the fountain statue atop it, causing an explosion that drew the attention from the others inside.

"What the hell was that?" said Warren, who was still in the kitchen with Betsy doing the dishes.

"I don't know, luv…" said Betsy, doing a quick telepathic scan, but not coming up with anything.

"Let's check it out…It could be trouble," he said as he dropped the remaining dishes into the sink and ran to the front door with Betsy close behind.

While they were scrambling to the main hall along with some of the others who had also grown curious by the explosion, the five mutant soldiers continued to make quick work of the institute's outer defenses. Those that weren't shorted out by the Scarlet Witch's hex bolts or warped into a twisted heap by Phoenix's telekinesis were shredded like graded cheese by Cyclops's blasts, torn apart by Mayhem's strength, and diced into pieces by X23's claws and picture perfect shots. Once most of them were turned to scrap metal, the only think keeping them out of the institute was the door.

After X23 and Cyclops shot a couple of buzz saw launchers with their guns and Phoenix, Mayhem and the Scarlet Witch tore through the electrified net traps hidden in the bushes, the five of them converged at the large wooden door and they were now poised to make their presence known.

"Some elaborate defense system…" said X23 as she shot one last turret that attempted to fire at them that had managed to avoid their assault.

"Don't get cocky…Those were just machines," said Cyclops as they all ascended the concrete steps up towards the front door, "Now it gets more complicated…"

"Well I'm game," said Phoenix with confidence in determination as was typical for all of them in the heat of battle, "If this is a school…Then I think it's time they learn a lesson from Shadow Cell."

"Right…But just remember, they're civilians," reminded Scott, "Do whatever you can NOT to hurt them. Just subdue them."

On the other side of the doors Betsy, Warren, Kurt, Kitty, Remy, and Rogue had all gathered upon hearing some of the commotion outside. The alarms were now blaring and there was still a lot of confusion, but given that a security breach was no matter to take lightly, the X-men stood prepared to fight whatever or whoever was responsible for this havoc.

"Merde!" said Gambit as he tried to speak over the alarms, "What in de hell is goin' on here?"

"I don't know," said Kurt as the lights suddenly flickered, "I think ve may be under attack!"

"May be!" exclaimed Rogue, "Who in the hell could be attackin' us now! The Brotherhood? The Friends of Humanity?"

"Who knows…But what do you say we find out?" said Betsy as she formed a couple of psionic blades.

Just as they were about to storm the door…Suddenly, a powerful blast of ruby red energy engulfed the door and blew the door into shambles and the ensuing shockwave knocked them all off their feet.

"Wow…What the hell was that?" said Warren as he rubbed his now sore head.

He didn't have to wait long for his answer as the five mutant soldiers entered the now gaping hole in the front door only to be met with the dazed and confused X-men. It seemed as though they had successfully gotten the jump on them and because of that, they were in for a rough fight.

"Sorry…Doorbell was busted," made Cyclops, whose body was now glowing in a ruby red glow as his eyes blared menacing at the team of mutants before him.

"Who the hell are you!" demanded Betsy as she stood prepared to attack with her psionic blades in hand.

"The last thing you're going to want to see from now on," answered Cyclops ominously as he unleashed another powerful optic blast that caused the X-men to scatter, just as Shadow Cell wanted them to do, "Guys…You know what to do."

"Right…Let's get right to it!" said Phoenix as she engulfed her body in flames and led Cyclops down the hall towards the elevator.

Not wasting any time, the five mutant soldiers of Shadow Cell scrambled. Mayhem and the Scarlet Witch stayed on the ground floor to face the dazed and confused X-men that were now beginning to recover from the shock of their intrusion while X23 ascended the stairs, following her acute senses and putting herself in the position to hold off any more residents from converging against them.

With Phoenix and Cyclops already on their way, Mayhem and the Scarlet Witch were set to cover them, knowing they had to keep their path free of obstacles in order to give them the maximum amount of time possible to use Cerebro. However, the X-men sure weren't going to make it easy for them as they finally managed to return to their feet and surround the two mutant soldiers, who looked undaunted and unafraid despite now being outnumbered and surrounded by some of the best the X-men had to over.

"I don't know who guys, but you just made a big mistake!" said Rogue, as she was the first to recover and launch an attack.

"Rogue, wait!" yelled Warren, thinking it might not be a good idea to act brashly with these adversaries given what they had just shown them.

However, Rogue didn't listen as she lunged towards the Scarlet Witch, which quickly proved not to be the smartest choice she could have made. Using her momentum to her advantage, the Scarlet Witch swiftly dodged her attack and before she could even contemplate another one, she grabbed her arm, twisted it, and struck her with a powerful karate chop the back of the neck right around a nerve cluster that caused her to shout out in pain.

"Cherè!" yelled Gambit as he whipped out his bow staff and quickly sought to come to her aid.

As he watched the mutant soldier easily overtake Rogue, he sprung into action, preparing to strike the Scarlet Witch while she was still subduing her opponent, but before he could even get halfway to her…He was stopped by the sudden imposing appearance of Mayhem, who had used his super speed to appear directly in his path and catch his bow staff in his firm grip before it could even begin to present a threat.

"I don't think so, Cajun…" said Mayhem as he easily shoved Remy back in a show of strength that surprised the bewildered Cajun, who had truly no idea what he was up against, "You of all people should know that a gentlemen does NOT strike a lady."

Then, in a show of intimidation, Mayhem easily bent the specially crafted bow staff as if it were a twig and snapped it in two, throwing it off to the side.

"Merde!" cursed Remy as he looked on in shock at what he had just seen, "Dat was tempered steel!"

"Not tempered enough I guess…" said Mayhem as he began to make his way towards him in a threatening manner.

Knowing he had only one alternative to go to, Gambit quickly took out several cards and charged them in preparation for another attack.

"I'm warnin' you homme!" said Remy as he prepared to unleash a barrage of cards upon the menacing soldier, "You're playin' my game now!"

"Play this…" said Mayhem, not daunted for a second as he swiftly whipped out one of his guns and fired a single shot, blowing the cards right out of his hand and causing them to explode before he could get far enough away, which sent him flying.

"Remy!" yelled Rogue who was still in the iron grip of the Scarlet Witch.

"Oh shut up," said the Scarlet Witch, "You're boyfriend will be fine. You on the other hand…"

Then, Rogue was sent falling hard onto the floor as the Scarlet Witch kneed her in the stomach, drop kicked her, sent her body flying with a single hex bolt into the wall.

"Hey!" yelled Kurt with a new surge of anger upon seeing this, "Nobody does that to mein sister!"

"Kurt, wait!" said Kitty, thinking he probably wouldn't have much of a chance against this woman if what she had just shown her was any indication.

However, Kurt Wagner didn't listen as he used his acrobatic skills to leap into the air in a swift pounce that he often used to overcome his foes. However, just as he was a few inches away from the Scarlet Witch, he was stopped in mid air and surrounded by the purple haze of her hexing powers.

"Brash and impulsive…Like brother like sister," she taunted as she sent Kurt flying with a single hex bolt, causing him to careen directly into Kitty in the process, taking down two opponents with one move.

Mayhem and the Scarlet Witch were making it look easy and Warren sought to tip the balance as he took to the air. Even though he didn't fully know what they were up against, he hoped to do as any leader should and lead the others against these mysterious foes. Using his flight capabilities, he hoped to draw their attention and hopefully divide them in the same way that had done to them, but given how his fellow teammates had fallen, the chances of such actions making a difference weren't very great to say the least.

"Hey! Up here!" he said, quickly drawing their attention while he saw Betsy out of the corner of his eye prepare an attack, "You may be able to fight on the ground, but they won't do you squat up in the air!"

"Want to test that theory?" quipped Mayhem as he suddenly took to the air with his flight capabilities, shocking both Betsy and Warren in a momentary daze, which gave the powerful young mutant all the time he needed to deliver a powerful flying punch that sent Warren flying against the wall just above the doorway they had entered.

"Ugh…" he groaned in a mixture of both pain and shock as he struggled to stay aloft, "What in the hell!"

"Time for you to be grounded bird boy!" said the Scarlet Witch, not giving the winged mutant a chance to recover as she swiftly took her two guns out and fired two well placed shots at his wings, sending him into a world of pain and causing him to crash to the ground.

"AHHHH!" he yelled as his wings went limp and a surge of pain shot through his body.

"Warren!" yelled Betsy as she saw her boyfriend and lover fall, "You little bitch!"

"Oh no…You did NOT just call me that, miss ninja wannabe!" shot the Scarlet Witch in response as her eyes began to glow a menacing purple color.

However, this did not stop Betsy as she unleashed a barrage of her ninja skills upon the fully clad soldier. Armed with her psionic blades, Betsy attempted to slash and stab the Shadow Cell warrior, but she was proving to be much more agile than she thought. As good as she was with the ninja skills that were imparted to her, they were still brash and uncontrolled in the eyes of the Scarlet Witch, who quickly countered with a few CQC maneuvers.

"All style…" said the Scarlet Witch as she narrowly dodged a vertical slash and found herself in the perfect position to deliver a decisive blow, "And no substance."

Then, before Betsy could make another move, the Scarlet Witch kneed her in the stomach and delivered a powerful punch to a nerve cluster around her lower neck. Immediately, Betsy felt a paralyzing force shoot up through her body as she soon found herself down on the floor, reeling from the surprisingly strong impact of the well placed blows. Then, before she could even rise up to her hands and knees, she was hexed against the wall alongside her still reeling boyfriend who had barely managed to fight his way up to a sitting position.

"Damn…These guys are tough!" grunted Betsy as she struggled back to her feet, helping Warren up along the way.

"No argument here…" said Warren, his wings still stinging from the shots he took to the wings, "But whoever they are…We've got to stop them!"

"Believe me rich boy…You have no idea who you're dealing with," taunted Mayhem, knowing now that it was going to be easier to keep these young, naïve mutant teens busy then they had previously thought.

Upstairs, X23 didn't have to wait long before her presence was realized and a couple of the New Mutants, Bobby and Jubilee to be precise, appeared before her.

"Wow, where'd you come from girly?" said Bobby as the young mutant soldier stood before in defiance, looking ready to fight.

"Girly?" she growled at them with a tone that reminded the two young mutants of Logan, "I'll show you just how 'girly' I am!"

Then, in a show of skill and intimidation, she whipped out two of her handcrafted guns and did a few gun slinging tricks to show what she was capable of. The sight of the guns quickly sent Bobby and Jubilee into alert mode.

"Wow! I think you're a bit to young for those things missy!" said Jubilee, as she began to summon her powers.

"Wanna bet?" she grunted as she stood poised to attack.

Upon seeing this, Jubilee unleashed a barrage of her bright lights from her hands. However, while such powers had a knack for making anything electrical blow, it seemed to be far less effective when it came to hitting X23.

In a further show of her speed and skill, the former living weapon began twirling the two guns around her finger and using them like mini-fans to deflect and divert Jubilee's blasts away from her and in some cases, right back at her. Her body moved with a speed and swiftness that had both Bobby and Jubilee flabbergasted, for it seemed downright unnatural for somebody to be that skilled. Her movements were swift and fluid as used her adamantium crafted guns to divert each projectile from the young Chinese American mutant away from her, showing just why she was a gun slinger of skill second only to her teacher, Magnum.

Inch by inch, X23 neared the two bewildered young mutants. This caused Jubilee to step up the intensity of her bursts, causing her to grunt and struggle as the nimble young soldier continued to swiftly twirl her guns around her fingers, using their adamantium covering to divert and deflect each incoming projectile. Yet even as she stepped up the intensity, X23 matched her for every move until she was getting too close for comfort.

"Err!" grunted Jubilee as she took a step back, "Can't…Keep this up…Much longer!"

"Come on Jubes!" said Bobby, shielding his eyes from the intense bursts of light, "You can do it!"

But X23 didn't stop as she finally got close enough to bat a single bright burst of her sparks directly back into her face, immediately causing her to yell out and cover her eyes from the unexpected burst.

"AHH!" she screeched, "My eyes!"

The young Chinese American mutant from Beverly Hills then fell to the floor and Bobby was left to take over.

"Okay, that's it! Normally I don't ice a girl! But in your case, I'll make an exception!" shot Bobby as his body assumed it's ice form.

"Is that supposed to scare me?" taunted X23 as she made her next move while Bobby was conjuring up an ice blast.

The young mutant known as Iceman tried to freeze the nimble young soldier in place, but she proved to be too fast as she easily avoided his bursts and found a narrow window to attack as she did a sweep kick that knocked him off his feet and nearly knocked him out with a single blow from the but of her gun coupled with a quick paralyzing blow to a nerve cluster on his neck.

"Ugh…" he moaned in pain as he fell to the floor, his head now throbbing from the blow.

"And I thought this was going to be hard…" commented X23 as she put her guns back in her holsters.

Just then, two more opponents appeared out from one of the rooms down the hall and caught X23's senses, once again sending her into a heightened state of alertness. But upon seeing her new adversaries, the former living weapon wasn't that impressed. Before her were Tabitha and Amara, who had been hanging out in Tabby's room listening to music and only became aware of the commotion when Bobby and Jubilee got into the melee.

"What the…Who the hell are you?" said Tabby, quickly determining she was a threat given the ominous sight of her guns and her advanced military uniform.

"That you most certainly don't need to know…" she grunted as she unleashed her adamantium claws, quickly sparking the curiosity of the two other girls, for they knew of only one other who had similar features.

"Hey, when did Logan get a mini-me?" commented Amara as she charged up her lava powers.

"Beats me…But I think I can see the resemblance," said Tabby as she prepared a handful of mini-energy bombs.

However, before the two girls could even begin to attack, X23 let out an animalistic roar and pounced upon the two older girls. They tried to dodge her, but she was many times faster than they had expected and with a few quick CQC maneuvers, both Tabitha and Amara were knocked to the ground through a perfectly executed split kick combo followed by a crushing head butt that knocked both young women out cold and most likely leaving them with a concussion that would down a Russian commando.

With her claws still drawn, X23 looked back at the four youngsters she had taken down with ease…Then suddenly, a new scent filled the air and her blood quickly boiled. It was him…She was sure of it. It was almost as if that smell had been engrained in her from birth. And it could only mean one thing…Weapon X…The man whose blood created her…Was near.

From the other side of the hall, an animal-like roar not unlike that of X23 echoed down the hall as Logan came running out of his room with his claws already drawn. But when he saw the sight of the young girl armed with similar features standing there before him, he immediately froze.

"What the…" he grunted, looking into the penetrating gaze of the young girl who shared his blood.

"Hello Weapon X…" she said coldly as she once again felt her mind start to swarm in a fury of confusing feelings and emotions, "Finally…I get a chance to look you in the eye."

"Weapon X?" he said in shock, for only a handful of people had every called him by that name, and most of them were dead, "How do you know about that! Who are you!"

"You should already know!" she roared as she lunged forth and attacked the man responsible for her creation, guided by her unabated rage and confusion about memories and feelings she worked so hard to forget.

Logan was quickly taken by her speed, strength, and skill. She may have looked young, but she knew how to hit with a great deal of force. The shock of facing an opponent like this allowed X23 to get off a few early blows that caused Logan to howl out in pain, but thanks to his healing powers, he managed to quickly regain his footing.

"Kid…Listen to me!" grunted Logan as he was forced to dodge several well executed swipes, one of which grazed his face, "Why are you here? Why are you fighting me?"

"Because…" she grunted as Logan managed to shove her away, "It's all your fault…"

"My fault!" he said in response, growing all the more confused by this strange situation, "What in the hell are you talking about?"

"It's because of you!" she yelled, her eyes raging as the years of mental discipline seemed to go out the window in the face of this man, "I exist…Because of you!"

Letting out another war cry, X23 unleashed her full, unabated fury upon Wolverine. He tried to fight back and restrain her, but she was just too nimble and quick. Her skill clearly showed in each way she countered his every move, foiling every one of his attempts. Finally, as their claws clashed through sparks of rage and confusion, X23 made her move and performed a definitive CQC maneuver on him, using the claws in her feet to slice at his shin, pound upon his stomach, and manipulating his arm so he was helpless to fight back. Then, in a two blow combo, X23 kneed him in the stomach and slammed her fists on the back of his neck, sending the Wolverine falling to the floor.

She had taken him down and her emotions were now running on overdrive. Logan struggled to get up, but only managed to roll flat on his back as he grunted through the pain. X23 was now hovering over him with her claws fully drawn and an open path to plunge her adamantium claws right into his heart. Her whole mind and body was so full of endless rage and confusion as haunting images of her past at Hydra flashed before her mind.

"Kid…" he grunted as he struggled to get up.

There was nothing stopping her…Nothing in her way. She could easily kill this man as she had countless others. And she had every intention of doing so as she prepared to plunge her claws into him…When suddenly, she stopped midway through her final blow.

Logan had braced himself for the impact, but was quickly stunned to see her stop within inches of his chest. She was gritting her teeth, growling as if she was struggling against something. Her body began to shake and tremble as something held her back from delivering the final blow. She began struggling immensely…Her hands shaking with increasing vigor and severity as she fought with countless inner demons that had haunted her since birth.

"ERRRAAAAHHHH!" she yelled as she practically tore herself away from him, grasping her head and taking deep breaths in an effort to regain control of herself.

Logan finally managed to return to his feet. He withdrew his claws and carefully made his way over to the confused young soldiers.

"Kid…Kid what's wrong?" he said to her as he watched her struggle.

"ERR! LEAVE ME ALONE!" she yelled as she suddenly drop kicked him and ran back down the hall in pursuit of her comrades, her mind still a mess of conflicting thoughts and feelings.

The sudden attack had once again surprised Logan, but it quickly wore off as he looked back at what he had just seen. She knew of Weapon X…She had his claws, his healing, his senses…And even his scent. Who was this girl? Who could she be? Logan had plenty of questions, but there remained many more pressing issues at hand as the siege continued.

With many of the institute regulars tied up with Mayhem, X23, and the Scarlet Witch, the path down the hall to the elevator remained relatively clear for Cyclops and Phoenix. They knew they had to get in and out without lingering too much or else the X-men could eventually regroup and rally against them. But given from what they had seen from them so far, that was a remote possibility at best.

"There's the elevator!" shouted Cyclops as he and Phoenix turned a corner, armed with a knife and one hand and a gun in the other, "Let's move!"

"Oh no you don't!" said Roberto as he stepped out from the hallway with Ray and Sam close by as they now stood directly in their path, "You guys aren't going a step further!"

Then, Roberto charged up his body with solar energy, engulfing himself in a flame that enhanced his strength and agility. However, the two soldier's of Shadow Cell didn't slow down in the slightest as they stayed the course, ready to blow through them without a second thought.

"Out of our way kid!" grunted Phoenix, "You think you know heat? I'll show you heat!"

Then, much to the shock of the three boys, Phoenix engulfed her body in a bright flame and launched a fireball that sent Roberto flying back. He tried to absorb it, but there was just too much force behind it and was forced to de-energize himself as he groaned in pain from the impact.

Both Sam and Ray were shocked at the show of force against their friend, but such a lapse just what the two mutant soldiers were hoping for as Jean performed a quick CQC maneuver on Sam, twisting his body around so that now he was facing away from her with a knife to his throat and a gun to towards Ray.

"Wow there lady…Take it easy now," said Ray as the sparks in his hands began to simmer at the sight of his friend struggling with the gun toting redhead.

"Get back!" she yelled as she inched her way down the hall with Cyclops close behind, covering her every step of the way.

Ray's hands were still sparking with his electrical powers, but Sam wasn't about to let himself be helpless as she struggled with the firm grip of the armed redhead.

"Ergh…Let me go!" grunted Sam as he tried to break free form the surprising strength that Phoenix showed, which seemed a great deal more than any regular human could muster.

"Shut up!" she spat, not liking this situation enough as it was as they drew nearer and nearer to the elevator.

"I'm warnin' you!" said Sam as he began to charge up into his full Cannonball mode.

"Big mistake kid…" said Phoenix, not at all surprised at his actions.

Then, with a sudden burst of telekinetic force, Phoenix turned Sam's little plan against him and sent him flying down the hall directly into Ray, causing them both to crash and tumble, taking them out of the fight.

"Nice shot…" said Cyclops as he did a quick scan of the area, "It looks like we're clear."

"Not yet you are!" came another voice from back down where they had come, causing both Cyclops and Phoenix to turn around and face their new threat…Storm.

Suddenly, a gust of wind began to pick up around them, causing the walls to shake and the lights to flicker as Ororo's eyes glared back at them in their full white form. It didn't take long for the wind to disorient them, but they sure as hell weren't going to let it slow them down.

"Damn…The weather witch!" grunted Phoenix as she watched Ororo Munroe step closer towards them, increasing the force of her wind storm in an effort to keep them from going a step further.

"Not a problem…I got this," said Cyclops, not skipping a beat as he ducked low, took aim, and fired a single, light intensity optic blast directly at the white haired woman, sending her flying in the other direction and instantly stopping the wind.

"Okay then…Now we're clear," said Phoenix as she and her comrade/lover made their way to the elevator.

However, as soon as they reached the heavily reinforced door, they were not surprised to find that the security mechanisms had been activated and it was now completely locked.

"Looks like the locks kicked in," said Phoenix as they she wedged open the doors with her telekinesis.

"Doesn't matter…" said Cyclops as his eyes once again started to glow, "We're taking the express route anyways."

"Oh no you don't!" came a Scottish voice as they both turned to see Rahne Sinclair charging them as she turned into her wolf/human form.

"Bad dog!" shouted Cyclops as he immediately sprang into action, firing another quick low power optic blast that sent her flying in the opposite direction.

"Come on…Let's go before they get up!" urged Phoenix, not wanting to have to waist any more time with such resistance, which was proving to be more annoying than challenging.

Then, with a blinding ruby red flash, Cyclops shot a highly concentrated burst of energy that tore through the steel infrastructure of the shaft, opening a gaping hole in the floor for them to access the lower levels. Phoenix went first, followed by Cyclops as they jumped into the hole and slid down the steel ropes until they got to the lowest level possible. Once they were there, Cyclops blew open the door with another optic blast and they both scrambled down the high tech steel lined hallways that looked like some of the secure areas Shadow Cell had. Several security turrets shot out of the wall and tried to blast them with paralyzing lasers, but none of them managed a hit as they were blown apart by bullets, telekinesis, and optic blasts.

"We're close…It's just up ahead!" said Phoenix as she fired several shots into a couple of turrets that tried to impede their path.

"Then let's keep moving! The sooner we can get in, the sooner we can break out," said Cyclops as he fired several more optic blasts at a couple of stubborn turrets.

Then, just as they were nearing the entrance to Cerebro, Hank McCoy came darting out of his lab, looking eager to defend whatever it was these mysterious intruders were after.

"Halt! Stop right there!" ordered Hank, who looked ready to use his beast-like strength to fight them off if he had to.

"Sorry Doc…But we're in a bit of a hurry here," quipped Cyclops, not slowing down in the slightest as he let out a single optic blast that knocked the big blue beast out temporarily, leaving the door to Cerebro completely open to them.

Now that they were finally at their destination, they faced a new challenge…Using this highly advanced computer to find Magneto. There was a large metal doorway that had been sealed as a result of the security breach and it was locked so that only the Professor could open it. It was heavier and more secure than any other doorway in the institute and it had unbreakable, adamantium parts…Making a heavily concentrated optic blast ineffective or a powerful telekinetic wedge ineffective.

"Damn! Looks like we'll have to override the security locks!" grunted Cyclops as he prepared to wedge off the panel.

"How long will that take?" said Phoenix as she scanned the area behind to make sure there were no more surprises.

"A system like this…Twenty minutes minimum!" grunted Cyclops as he looked at the imposing security on the panel.

"Damn it, we don't have twenty minutes!" said Phoenix with a grunt of frustration.

"Then we'll have to find another way…" said Cyclops, trying to think of how to get around something like this.

Just then, an opportunity presented itself to them from back down the hall where they had come down earlier. It was the founder and leader of the X-men himself…Professor Charles Xavier.

"Stop!" he ordered as he wheeled past the unconscious body of Hank McCoy towards the two intruders, "I will not let you go any further. Who are you…Why are you here? Why do you want Cerebro?"

"That's for us to know and you to find out…" said Cyclops in response, keeping his mental shields strong in the presence of the most powerful telepath in the world.

"I'm warning you…If you won't tell me and come quietly, I'll be forced to take action," he said to them, wanting to give them fair warning before he unleashed his telepathy.

"Bring it on baldy…" said Phoenix as she engulfed her body in flame.

"If that's the way you want to do things…So be it," said Professor Xavier in the intellectual tone that so strongly defined him, "Either way…I want answers."

Immediately, Phoenix felt the force of his telepathy attempt to intrude upon her heavily guarded mind. She stumbled back slightly as a result, but kept her balance as she began to return the Professor's telepathic probes with aggressive psychic attacks of her own.

"Err! Come on old man! Is that all you got!" grunted Phoenix as she began to overtake the Professor, surprising him with the powerful mental skills she had perfected through years of intense training.

Professor Xavier began stepping up the intensity of his assault…Unleashing a level of power he would have otherwise never used against all but the most determined of psychic foes. He may have been the most powerful telepath in the world, but he found himself beginning to falter under the unexpected level of power and skill that the young psychic woman before her was fighting him with.

"Ugh…" stumbled Xavier as he closed his eyes and returned each assault from Phoenix with one of his own, "You…Will…Not…Prevail."

"Screw…You!" grunted Phoenix as sweat began to form upon her face from all the strain, causing Cyclops to look on with greater anxiety.

Slowly, the Professor began to gain the upper hand as a psychic deadlock of epic proportions ensued among the two powerful telepaths. Phoenix could feel it as she struggled to fight off his assaults…But she would not let up. Even as her resistance continued to wane, she didn't falter in the slightest…A feat that the Professor found all the more difficult as he pushed his powers to the limits.

"Now…" said Xavier, knowing he was gaining the upper hand, "I…Want…Answers!"

"Answer…THIS!" grunted Phoenix as he let out a determine roar and unleashed a circle of fire around the wheel chair bound man, "You…May be…The most powerful…Mind on the planet! But let's see…How well…You work it…Under fire!"

The intense heat of the fire quickly put a strain on the Professor's concentration as the perspiration upon his face soon built up and he began to falter under the stress. Phoenix didn't squander this chance as she unleashed a powerful counter that Phoenix specifically countered to knock him out cold without causing him any further strain. And through this last definitive blow…Phoenix managed to end the fight, causing him to fall out of it as he went unconscious.

"Most powerful telepath in the world my ass…" grunted Phoenix as she took a moment to catch her breath and regain her balance.

Cyclops, upon seeing her disposition, promptly caught her before she stumbled and let her hang onto him as she collected her thoughts.

"Are you okay?" he asked her with a concerned tone as she held onto her strongly, yet gently in a way only he could.

"Yeah…I'm fine," assured Phoenix, shaking her head clear, "Looks like I just got us the key to Cerebro…"

"Good…Then let's not waste any more time," said Cyclops as he put his gun and knife back in their respective holsters, "We have to find Magneto."

Then, Cyclops proceeded to pick up the limp, unconscious man and opened his eye for the retinal scanner, opening the door into Cerebro. Upon setting him aside back in his wheelchair, Cyclops followed Phoenix into the high tech room and approached the large, elaborate console.

"So this is Cerebro…" said Cyclops as he looked around at the steel incased structure, "Looks like it was locked down by a security as well."

"Well it's not like that'll do them any good…" said Phoenix as she took out her flash drive and inserted it into one of the many USB ports and placed the helmet upon her head.

"Wait…Are you sure you're ready for this?" asked Cyclops in a concerned tone, both as a comrade and as her closest friend and soul mate.

"Don't worry…I'll be fine," assured Phoenix, despite the lingering affects her recent psychic bout with Xavier had left on her, "There's no time to rest…We have to complete the mission."

Knowing it was useless to argue, Cyclops stood back and let the program do its thing. Naturally, it didn't take long for the powerful program that Phoenix had been working on for some time now to tear through the firewalls and computerized defenses. Originally, she hadn't planned to use it so soon and in this manner, but it acted in pretty much every way she had hoped as layer after layer of elaborate protection fell. But while the program was strong, it still took awhile for it get into the core access files that they needed to run the machine, showing just how well secured this computer was for a civilian.

"Man…I swear, the Pentagon should have this kind of security," said Phoenix as she watched the elaborate defenses fall.

"But it still isn't enough…" said Cyclops as he watched the images on the computer screen as the program finally managed to gain administrator access.

"It never is," said Jean as she began typing in the parameters for her psychic search, focusing on the given area around the North Pole that Mystique had revealed to her, "Okay…This is it. Here it goes…"

"Be careful…" said Cyclops as he took a step back and watched nervously as the main program started to run, hoping that this wouldn't hurt or overwhelm her.

"I'll be okay, Cyclops…I promise," she said, giving her lover one last look of assurance as she began the main scan.

Immediately, as she used her amplified telepathy to initiate the search, she felt an intense surge of power…Almost as if she went from being a mere battery to an entire power plant. She let out a muffled grunt as she struggled to adjust to this new sensation, but quickly adapted to it as she began to get a feel for the function of this vast machine. Many minds and thoughts inundated her from all around the world, but thanks to her many years of mental discipline and training…She managed to filter them all out and focus her search on an increasingly narrow area around the desolate North Pole.

'Come on…Where are you Magneto? I know you're there…I know you're hiding like a coward. Come on…Show yourself!'

She kicked up the intensity and quickly felt the strain on her mind as she began to feel some resistance, most likely from the cloaking device. She pushed herself harder…Pounding and grinding away at it with every ounce of power she could muster. Her eyes were now clenched shut as she gripped the console with increasing ferocity. Cyclops seemed to feel her distress through their link and began to get worried as he took a step closer towards her.

"Phoenix…" he said, trying to push and encourage her through their mind link.

The powerful psychic let out another grunt as the strain on her mind became greater, but she continued to bear it beyond the tolerances of any normal human being. She began gritting her teeth in determination as Magneto's cloaking proved difficult for her to get around. However, it was slowly beginning to fade…She was slowly making her way through it.

She kept pushing and pushing…Determined to break through and find the master of magnetism through all his defenses. Asteroid M was heavily guarded in every conceivable way…But as she got closer and closer…Such defenses proved to be ineffective as she finally got a glimpse of the elaborate facility that had been built as a haven and palace for all mutants. And with the final defenses breached…Phoenix finally got what she was looking for…The location of Magneto's base.

"Errrrrrraaahhh!" she yelled as she finally collapsed from the collectives strain of using Cerebro, penetrating seemingly impossible psychic defenses, and having just gone mind to mind with the most powerful telepath in the world.

Finally, as the program came to an abrupt end, the mutant soldier and powerful psychic collapsed from the strain, falling limply into Cyclops's arms.

"Phoenix!" he cried as he quickly removed the helmet and held her securely in his arms, "Phoenix…Jean…Come on…Speak to me."

She let out a light groan as she began to stir. Her head was throbbing after all the strain it had undergone, but she succeeded in the end…She got what she was looking for and she had completed the task they had been given for this mission.

'Jean…' said Cyclops through their mind link, reaching out to her on a level nobody else could reach, 'Jean…Come on my love. Please…'

'Scott…' she managed to send him as she gradually organized her thoughts.

Cyclops let out a sigh of relief upon hearing her voice deep in his mind, for that was all the assurance he needed from her.

"Phoenix…" he said as he gently held her in his arms and watched her eyes slowly open as the strength gradually returned to her body.

"Cyclops…" she said as she returned to full consciousness…Her determination and drive renewed as the image she had seen with Cerebro now hung strong in her head, for now they finally had the location of their main target, "I saw his base…I saw Asteroid M. And I know where it is…"

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AN: Man that's a lot of action! Sorry it ran kind of long, but that's why I had to cut it off here. Shadow Cell versus the X-men…Kind of one sided, wasn't it? Either way, Shadow Cell got what they were looking for. Now Magneto can't even hide from them. It's all beginning to build up folks! Stay tuned to see how this affects things as things begin to unfold now that both the X-men and the Brotherhood have come face to face with Shadow Cell! You won't want to miss it because it's going to get intense! So what do you think? Have you enjoyed this story so far? Please tell me what you think of this elaborate new AU! Send me your comments via email or post them on the fanfiction website. I don't care which one you do as long as you REVIEW! Thanks for reading everybody and I wish you all the best!

THERE'S MORE TO COME! BUT IN THE MEANTIME, REVIEW!


	28. Shock And Awe

**Sinister Soldiers  
Chapter 28: Shock And Awe**

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Man, that last chapter was intense! But it ain't over yet! Before I begin, though, a quick shout out to all the wonderful people who took the time to review!

**Amazing Redd Phoenix: **Wow, thanks for the three reviews! I'm glad you liked how I crossed the paths of the X-men, the Brotherhood, and Shadow Cell. And now that they've fought, rest assured, things will never be the same! I appreciate all your kind support my friend! Hope you like what happens next! Peace out!  
**Heartsyhawk: **Oh if you think that's intense, you ain't seen NOTHING yet! The last chapter is a baby compared to what I have planned, so don't think that this is the peak of the action because things are just getting warmed up! The aftermath on both sides will be felt for many chapters to come and I hope you like how I go about this because it's going to be a hell of a ride! Thank you SO much for your kind review and I hope you continue to read and enjoy my story! You rock! Peace out!  
**Howlerdrode: **Yeah, the affects of their upbringing showed in the last chapter, but read a little deeper and you'll see that they did know that they were attacking civilians. Yet they are still soldiers and they sought only to complete their mission. They could have done a lot worse with the opportunities that they were given…But they didn't. The effects of being raised by Dr. Essex are clear now, but keep in mind, they don't know the full story and that will be revealed in due time! Thanks for the review! I appreciate it! Peace!  
**Jenskott: **Yeah, the last chapter showed just how powerful Shadow Cell. They were outnumbered, surrounded, and overwhelmed, yet they still overcame the odds and that says a lot about their capabilities. But the surprise effect remained the greatest factor and that's what played to their strengths the most. Rest assured, their paths will cross again…But be ready for some major shifts because this party is just getting warmed up! Glad you liked the bits with Phoenix and X23 and I hope you like the many other parts I have in store! Thanks a ton for the review my friend! I always appreciate it! Peace!  
**Agent-G: **Thanks again for helping with the last chapter dude. I think that showing their conscious coming into play really spoke volumes to their sense of honor. Even though Dr. Essex and Magnum raised them, they still have a strong sense of personal morals that they carry with them. As for the aftermath, just read on and see for yourself! It's a pretty safe bet that the X-men have plenty of questions! Well, thanks as always for the review my friend! It's always a pleasure. Stay cool like you always do!  
**Simba317: **Hey, lateness or not, your reviews are always worth the wait my friend, so don't feel bad! I had a feeling you'd like the Romy part. Those two are always interesting to right. And the big fight was a hell of an undertaking on my part because I wanted to show just how strong Shadow Cell was and how different they are in this AU. It was one sided, yes, but Shadow Cell had the advantage of surprise on them and that's really all they needed! The aftermath of their attacks is going to be far reaching and I hope you like where it goes! As always, thanks for your stellar reviews on this and "Hellfire and Brimstone!" I can't tell you how much I enjoy them! You totally rock my friend! Peace out!  
**KaliAnn: **Hey! Great to hear from you girl! I'm honored you managed to find time to review! I'm glad you liked the big fight scene. I put a lot of effort into it. But rest assured, this is small time compared to what I have planned down the road! Thank you so much for reviewing! I can't tell you how much it means to me! You rock girl! Peace!

Also, a special thanks to: **Jacx, X00001, Aaron, Wen1, Username, Krom, Mark C, and Maddisonavenue.**

Keep the reviews coming and I'll keep the action coming! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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Shadow Cell had gotten what they needed from the Xavier Institute. Cerebro had been every bit as powerful as Dr. Essex had told them and now they knew where Magneto and his hidden base weren't so hidden anymore. Phoenix had put undue stress on her mind in order to find the heavily cloaked facility, but despite the strain, she had succeeded. Now her head was throbbing as if a bomb had gone off inside, but given her training, she had a very high pain tolerance.

"I know…" she said as she leaned on her fellow comrade and lover for support as she struggled to regain her balance, "I know where his base is…I found it."

"I know you did…" said Cyclops in a soft tone…A tone that he almost never used during a mission, but when it involved Phoenix, he was willing to make an exception, "And you did good baby…You did real good."

In his arms, Cyclops felt her quickly fight off the stress on her mind and body and managed to stand under her own power. She took a few deep breaths and shook her head clean of the strain, grunting through the pain as the tried and true soldier in her took over and she felt ready once again to take on anything that stood in her way.

"I'm ready…" she told him, still dealing with a pounding headache, but it was nothing she couldn't handle.

"Good…Now come on," said Cyclops as he took out his gun and knife once again in usual CQC fashion, "Let's get the hell out of here."

"Sounds good to me…" said Phoenix as she did the same, "I think we've overstayed our welcome here anyways."

After gathering up the flash drive they had used to break Cerebro's defenses, the two mutant soldiers made their way out through the corridors, passing the still downed bodies of Professor Xavier and Hank McCoy. Hank was still out cold, but Xavier was slowly regaining consciousness and awoke just in time to see the two intruders making their exit.

"Wait…" he said as he struggled to get back into his chair.

But his please fell on deaf ears as Cyclops and Phoenix promptly made their way up through the elevator shaft they had blown through earlier and back up into the second floor.

Waiting for them there were Mayhem, X23, and the Scarlet Witch, who continued to fight off and down anybody who dared to stand against. And just as they arrived, Gambit was trying one last attack with his now broken bow staff, but he was sent flying by a single hex bolt from the Scarlet Witch, leaving the path completely clear for them to escape without any further incident.

"Did you get what you needed?" asked Mayhem as Cyclops and Phoenix did a quick check of all the unconscious and injured bodies now strewn along the grand hall.

"Yeah, piece of cake," said Phoenix, despite her lingering headache, "Any more resistance?"

"Not if they know what's good for them," said the Scarlet Witch, not seeing anybody else daring to confront them.

"Good…Then let's move out!" commanded Cyclops.

"Oh no you don't!" came a voice at the front door, "You're not going anywhere!"

Shadow Cell didn't look too shocked or threatened at the sight of young Jamie Madrox as he made dozens upon dozens of copies of himself that blocked the entrance of the door. They all locked arms and stood in defiance despite the fact that they had overcome pretty much everything the institute had to throw at them. The five mutant soldiers had to admit, the kid had guts…But unfortunately, guts isn't enough when it comes to being a soldier and succeeding in a mission.

"Sorry kid…" said the Scarlet Witch as she used her hexing powers with the assistance of Phoenix's telepathy to find the primary Jamie, "But we're in a hurry…"

Young Jamie let out a pained yell as he felt the affects of the Scarlet Witch's hex bolts and all his clones disappeared. Then, he was flung out of the way into the den where he landed in a daze upon the soft couch, an act both girls made sure wouldn't hurt the young boy and just get him out of the way. And with the last possible opponent out of their way, Shadow Cell filed out the front door, not looking back for an instant.

Then, just as quickly as they had entered and overcome everybody in their path…Shadow Cell was gone.

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Upon getting clear of the institute and returning to their jeep, the five mutant soldiers wasted no time in getting back on the road before the X-men could retaliate. They may have surprised and crippled them in terms of their security system and their egos, but they had few doubts that they would attempt to retaliate in some form, if for anything, for answers. However, given that Shadow Cell was so secret, they were confident that even with their resources, they'd just be wasting their time.

Now that the adrenaline had worn off, the effects of what they had just done began to sink in. They had just attacked civilians for the sake of stopping Magneto. Fighting terrorists, armies, and mercenaries were one thing…But fighting innocent people was quite another and it definitely wasn't going to sit well with their conscious.

"Well this sure is a new low…" said Vincent in a grim tone, "Mission or not…We just attacked civilians."

"There was no way around it Vincent…How else were we supposed to find out what we needed to know?" said Wanda, trying to comfort her comrade, simply stating what she knew.

"I know, I know…But still," said Vincent, feeling deeply disconcerted by all this.

"Yeah, you're right Vincent…" said Jean, keeping her tone strong, "What we did really was crossing a line, but there's no going back now. We still have a job to do. So let's see it through."

Taking a few deep breaths, Vincent pulled himself together. All the years of being a strong, steadfast soldier quickly caught up with him…Remembering that they were doing this for a reason. They were out to save countless lives from a mutant tyrant and if that means that they would have to break a few rules, then so be it.

"I guess we should be grateful that they didn't put up too much of a fight," said Vincent, thinking back to rather lopsided fight.

"Standard ambush reaction," said Jean as she flipped open the cell phone, "What do you think X?"

However, X23 didn't seem to hear her, for she was still in somewhat of a daze. Her mind was still trying to process what she had just experienced. She had just come face to face with the original Weapon X…She saw him, she fought him, and she beat him. He was the man responsible for her existence…He was the reason why she was born into such a painful world. And she had a chance to make him pay for that…She had a chance to kill him. But when she defeated him and he was lying there at her mercy…She couldn't do it. She had killed countless men in that manner without a second thought…But she couldn't do it this time. There were just so many conflicting and confusing feelings that welled up within her when she looked into his eyes…Feelings so alien to her that she couldn't even begin to make sense of them. She tried to focus on the mission…But that moment of hesitation just kept lingering in her mind…Refusing to let her forget that she had seen him…She had seen the only man on the face of the planet who's blood flowed in her veins.

"X…Hey X!" yelled Jean, finally snapping her out of her daze.

"What?" she said, staring back at her comrade with an incredulous look.

"Are you okay?" said Jean as she and the others looked back at their youngest comrade with concerned expressions all around.

"Yeah…I'm fine," she told them, sounding as though she was trying to convince both herself and her friends, "I was just thinking…That's all."

"Are you sure?" asked Cyclops, who knew just as well as the others that it had to be something else.

"I'm sure…" she said in a low tone, "No need to worry…Let's just focus on our next challenge."

Still not convinced, X23's four friends and comrades knew this was neither the place nor the time to deal with such issues and simply nodded back at her, leaving her to her thoughts once again.

"Well challenge aside…We got what we needed from them," said Jean as she dialed the number on the cell phone, "And now it's time to move on to the next step."

The whole jeep went silent as they waited for an answer from their teacher and mentor, Dr. Essex. Yet unknown to them, he was still hard at work in his lab as he had been since they left. Progress on his new machines which would take the bio-mutagenic accelerator to a level unprecedented in the history of science and evolution was going precisely as scheduled and nobody…Not even his most beloved creations…Suspected a thing.

"This is Dr. Essex…" he finally answered after four rings.

"Sir, it's Phoenix. We've just completed step two of the mission. The Xavier Institute was successfully infiltrated and I managed to use Cerebro to find Magneto's location."

"Excellent…" said Dr. Essex, his tone reigning with approval, "I knew you wouldn't let me down my children."

"Thank you sir. The X-men posed few problems," said Jean, always happy to hear approval from their mentor, but still not happy that he had ordered them to attack civilians.

"Just as I expected of them…And what of Magneto's location? Do you have exact coordinates?"

"Indeed we do sir. So what's our next move?"

Dr. Essex could feel it now…The final step of what he was certain would be Shadow Cell's most important mission to date. Looking back at the machines he was working on, knew it wouldn't be long now, for he just needed one last component…Magneto's precious stone.

"You're next move is to return to base Shadow Cell," said Dr. Essex as the five obedient soldiers continued to listen dutifully, "Magnum will take care of the security clearances, but you must follow her instructions precisely if you're to continue to avoid detection from GURSO."

"Understood sir. We'll do whatever's necessary."

"As I'm sure you will. And once you arrive, Magnum will have for you your next course of action. Now I know the X-men and the Brotherhood weren't as challenging as you anticipated…But this next step is absolutely critical, so don't relax you're guard just yet."

"We never do…" stated Jean in a strong tone.

"And for that reason you have my full confidence that you'll succeed," said Dr. Essex confidently, "This mission may be off the books, but it is every bit as vital to the security of the world and humanity as previous missions…However, you mustn't forget that we're dealing with a very tenacious foe, so continue to expect the unexpected…Over and out."

Upon hearing the click of Dr. Essex's phone, the jeep once again fell silent as the dutiful soldiers kept with their determined mindset and began to mentally prepare themselves for whatever challenges the next step presented them with. This mission had already proven to be quite different compared to what they had handled in the past. It had already struck them hard in sense because they had attacked civilians…Something that they were always taught to avoid at all costs. But Dr. Essex ordered them to do this…And whether they liked it or not, they had to comply. It didn't make them feel any better about it, but it sure would hang over them for a while…That much was clear.

But aside from the complications and uncertainties, it was not over yet. They still had one last step to take care of…Magneto.

* * *

Back at the institute, both students and staff alike were struggling to recover from the unexpected and unprecedented attack by the five mysterious intruders. The institute's elaborate security measures along with their extensive danger room training hadn't made a difference against whoever these mysterious foes were. Practically everything they threw at them was ineffective and they were able to walk all over them with a level of power, skill, and coordination that they had never seen before.

Among those first to recover was Logan who, thanks to his healing ability, was back on his feet within a few minutes of catching his breath. But while his body may have healed, he was still somewhat troubled by what he had just faced. It wasn't just the fact that whoever these intruders were managed to take him and everybody else down with skill the likes of which he had never seen before…He knew there had to be something much more complicated at work here.

And with each possibility he considered, his thoughts kept drifting back to that girl…That one raging young girl who wielded the same claws, senses, and healing ability as he did. The look in her eye…The scent she gave off…It was something that truly struck a chord with the former living weapon, for it so similar to his, yet slightly different in a way that only added to the confusion and mystery surrounding the whole ordeal. That girl had carried herself as powerful fighter and a cold blooded killer…Yet even when he was at her mercy, she didn't strike him down. She had the chance…Nothing was stopping her…But she couldn't kill him. Something had held her back…Something strong that he couldn't quite put his finger on, but for now, he set such thoughts aside as he scrambled towards the main hall to check on the rest of the students.

"Everybody okay?" he yelled from the top of the stairs, seeing a few unconscious bodies and several others that were moving, but at a very slow pace.

"Ah bloody hell…Depends on you're definition of the word 'okay,'" answered Betsy as she nearly blacked out from the throbbing feeling in her head and the pain in her body from the beating she had just taken.

Just then, another pained groan came from the area not far off from Betsy's side…One she quickly recognized as belonging to her boyfriend, Warren.

"Ugh…" he groaned, feeling a sting of pain shoot every time he moved, "My…Wings…"

"Oh God, Warren!" said Betsy as she quickly scrambled to her boyfriend's side.

She helped him into an upright position, but the look on his face seemed one of great pain as he gritted his teeth in agony. Betsy's eyes quickly fell upon the two bullet wounds. There was one on each wing and from the looks of it, they were very well aimed and had put young man in a great deal of discomfort. They hit about midway down the upper cartilage of on each wing. The bullets seemed to hit the perfect spots for which to make them unuseable, at least for the time being. And while such damage could heal, it still left him reeling from the well placed shots that had taken him out of the fight.

"Warren…Warren, luv, it's okay," said Betsy, gently placing her hands upon his face in an effort to sooth his pain, "You're going to be fine…You hear me? You're going to be just fine…"

"Get him to the infirmary Bets…" ordered Logan as he swiftly ascended the stairs to check on the others, "And let Hank know we got a major load for him…It looks like a lot we've got a lot of injuries to handle."

"No kidding…" said Kurt, who sauntered a bit upon returning to his feet, "Kitty…Hey Kitty, are you okay?"

Kurt anxiously shook his unconscious friend, but there was a rather nasty looking bruise on her forehead, hinting that she had taken a pretty heavy blow to the head in the confusion of the intense, yet lopsided fight.

"Kitty…Oh man," he said as he gently ran his hand over the bruise.

"Is she okay?" asked Rogue, who was helping Remy stand, for he had taken a particularly harsh blow with that final attack of his that only led to more physical punishment.

"Nein…She's out cold," said Kurt as he helped her up.

"And she's not the only one…" came a voice from the top of the stairs.

Looking back up the steps, Logan saw Jubilee trying to get an unconscious Bobby Drake down the stairs, but she was struggling immensely because her eyesight had yet to recover from being blasted with her own powers and looked as though she was on the verge of collapsing. He quickly made his way up to help her, for she seemed a bit light headed from it all, most likely from the lingering affects of being hit with her own blasts.

"Tabby and Amara are upstairs too…And it looks like they got hit pretty hard as well," added Jubilee.

"Go see if you can't wake em' up…" said Logan as he took Bobby from her, "I'll take popsicle down to the infirmary."

Logan then watched Jubilee saunter up the stairs, causing him to shake his head in amazement at how much of the team had been beaten by this attack. All the danger room sessions and training over the course of their stay hadn't done much to help them, for whoever those intruders were, they knew how to fight and they knew how to win. But beatings aside, there still remained many questions in the minds of the X-men…And given what they had just gone through, it was certain that this little incident would not soon be forgotten.

"Merde…" groaned Remy, limping on one leg as Rogue continued to help him stand, "Who in de hell were those guys?"

"Beats me…" said Betsy as she helped Warren up as well, using her telepathy to send soothing thoughts in order to fight the pain, "But whoever they were…They knew how to leave their mark."

"Ugh, tell me about it…" said Kurt as he felt some blood on his lip.

Then, before they could make their way down the hall towards the elevator, they were suddenly confronted with Ororo, who also seemed to be moving a bit slowly and leaning on the wall for support. Not far behind her was Roberto and Sam, who were both helping Ray since he was out cold. And not far behind them was Rhane, who was forced to lean against the wall for support because of the injuries she sustained.

"By the Goddess…What on Earth happened? Is everybody alright?" she said, rubbing her head slightly from the throbbing pain that still lingered.

"Everybody's fine…Injured, but fine," said Logan.

"But…Who were those guys?" asked Rogue as she struggled to support Remy as he continued to sway off balance, "And what the hell did they want? Did they just come here to kick our asses?"

"I doubt it…" grunted Logan, feeling somewhat angry at himself for letting this happen to the kids he had sworn to protect, "They were too well organized…Too focused. They had to have come here for something…"

"But what?" asked Ororo, "And why with such force?"

Logan just looked down at Bobby and the rest of the injured kids and sighed. The X-men had gone up against the Brotherhood, Magneto, and the Friends of Humanity, but never did so many of them come out this hurt before. They had all been taken by surprise and every one of their weaknesses was exploited to the max. None of them were given a chance to counter or so much as regroup…Hinting that they were dealing with a group that knew not just how to fight…But how to completely overcome and overwhelm. Such skill had to come from somewhere…But at that moment, there was little time to dwell on such matters.

"I don't know, Ro…" said Logan, shaking his head in defeat as he looked back at his battered and bruised students, "But we'll have to worry about that later…Now, we've got other problems to deal with."

Then, just as they were about to help the injured down to the infirmary, a telepathic voice resonated in their minds.

'Is everybody okay?' sent Professor Charles Xavier, who was still in the lower levels with Hank recovering from their minor, but not too serious injuries.

'Everybody's still alive, so yeah…' answered Logan, 'We've just got a ton of injuries, bruises, and a few unconscious kids.'

'Injuries? Is there's anything serious?' sent the Professor with a hint of concern.

'Nah, ain't nothin' that can't be healed,' replied Logan, 'I don't know who these guys were, but they definitely went out of their ways to leave no serious injuries.'

'But still, some are in need of treatment,' added Ororo.

'In that case, send all those down who need it through the secondary elevator…The other one was rendered inoperable by whoever those intruders were.'

'Yeah…And it looks like they did the same to the whole institute security system,' added Betsy, 'They practically waltzed right through it.'

'We'll worry about that later, Betsy,' sent the Professor in response, 'For now, let's just tend to the injured.'

'But Professor…' argued Rogue as she looked back at the wounded Gambit who was still leaning on her for support, 'Just who in the hell were those guys anyways? And what did they want?'

'You're right stripes…' sent Logan, his thoughts drifting back to that fateful fight with that girl, 'Whoever they were, they had a clear cut objective from the get go. They got in, they neutralized the resistance, and they held everyone at bay…Definitely a standard, if not somewhat advanced, military tactic.'

'Wait…You mean the military could have been behind this?' grunted Warren, feeling a bit uneasy having an army after him and his friends.

'It's too early to tell…But whoever they were and whatever they were here to do…I believe they succeeded.'

'Succeeded?' said Kurt in response, 'In vhat? Kicking our collective butts?'

'No…' sent Xavier with a more ominous tone, 'They succeeded in using Cerebro.'

'Cerebro?' gasped Ororo, 'Why would they want to use that? Were they after the Xavier Protocols?'

'I'm not sure, Ororo…' sent Xavier, soundings somewhat at a loss for having failed to protect his students and fellow teachers, 'I know you all have many questions…As do I. However, for the time being, we must focus on treating those who need it. Just bring them down to the infirmary for now…But I assure you, we will look into this…And we will find some answers.'

'Yer damn right we will Chuck!' grunted Logan in response, not willing to let something this profound just pass them by, 'And if what I saw was any hint…I think I know just who to turn to for some answers…'

* * *

In a remote area not far from the junkyard where there some light construction was going on, a lone raven flew towards a small clearing just outside the main structure. There were many steel girders visible in the unfinished structure and the whole area was laden with discarded tools and beams, most likely from the construction crew that had left for the night. The whole area was completely deserted now in the late hour, but that just made it all the more ideal for a very clandestine meeting.

Mystique shifted back into her full form, still a bit sluggish from the beating she took earlier. However, she was a fast healer and she was feeling better for the most part despite a few pains and twinges here and there. Her shoulder was still killing her and the headache that ensued after the 'interrogation' with the raging redheaded psychic that left her in such a pained state still lingered. But injuries or not, Mystique didn't waste any time in informing Magneto, for she knew this was something he needed to know about. And while she wasn't exactly too thrilled with the notion of her being the one to have to deliver this rather bad news, she knew that if she delayed, that would only make him angrier with her and she sure as hell didn't need that.

"Argh! Damn shoulder!" she cursed as she stood in wait for her superior, "I hope this is over quickly…I seriously need some ice and at least a bottle of aspirin."

Then suddenly, no sooner had she muttered those words then several metallic beams start to shake. This quickly caught the shape shifter's attention, for she knew it was Magneto's calling card. Almost immediately, she forgot her headache as numerous metal bars, bolts, and tools began swirling around her in a threatening manner.

"Magneto…What are you…"

Then suddenly, before she could finish, she was hit in the head with a metal wrench, only helping to add to her already throbbing head. The metal parts around her continued to swirl with increasing ferocity…So much so that a few actually grazed the shape shifter, hinting that Magneto was not exactly in the best of moods.

"You had better have a good reason for calling me out her Mystique!" said Magneto in a deep, menacing tone as he descended from the air and hovered before her.

"I wouldn't have called if it wasn't important," justified Mystique, holding onto her bruised shoulder in an attempt to guard it from an increasingly hostile swarm of metal.

"I am on the verge of completing my machine that I have spent a lifetime on!" he shot, hitting her again with a heavy metal ratchet, "What could possibly be important enough to call me away from that?"

Mystique, ignoring the pain, just up and spoke, for the longer this went on, the angrier he seemed to get.

"The Brotherhood was attacked!" she told him, stressing the matter with her tone, "In our own house…In broad daylight…We were all attacked!"

"Attacked?" said Magneto, not sounding all that impressed with this news, "That's it? You called me here simply because you were attacked?"

"It wasn't from the X-men! And it wasn't from the Friends of Humanity or some other whacked out locals! If it were, don't you think we would have fought them off?"

"Well then who were they?" demanded Magneto, turning up the pressure on her as the whirlwind of metal continued to grow more intense.

"I don't know…"

That only earned her another strike from a steel bar.

"You don't know!" bellowed Magneto, growing increasingly frustrated.

"It's the truth!" said Mystique, rubbing her sore ribs which had bore the blunt end of the strike, "They were all highly skilled…They didn't even break a sweat taking down the boys! They also had mutant powers…Strong ones too."

"So they were mutants…" said Magneto, still not buying it completely, thinking there had to be more to it than that, "Were they Xavier's?"

"No…Definitely not. These attackers were efficient, ruthless, and stone cold. They carried guns and knives which they certainly weren't afraid to use…Making them far too violent for Xavier's tastes."

"Indeed…" said Magneto, growing somewhat more intrigued, "But who were they? And what were they after?"

"I told you…I don't know who they were. But I know what they were after!"

"What then? Why did they attack you?"

"They wanted information…" she answered, grasping her shoulder more tightly as the swirl of metal continued to grow increasingly menacing.

"Information on what?" he pressed on, knowing it had to be important.

"On Asteroid M…"

Then suddenly, Mystique was hit on her bruised shoulder with a heavy tool box, sending her falling to the ground with a pained groan. Magneto was clearly angered upon hearing what he believed to be some of the most vital information to his plan. Only he, Mystique, and Pietro to some extent knew of Asteroid M and he had gone to great lengths to keep it that way. And if anybody out of the loop knew of his true goals, then the whole plan would be in jeopardy.

"Asteroid M!" he yelled, now brimming with anger, "They knew about Asteroid M! How!"

"I don't know…" she answered, but that only earned her another blow on the shoulder from a wrench.

"Liar! Who else could have known!" he bellowed, thinking it could only be her since he knew Pietro wasn't stupid enough to blab to anybody about something so important to him.

"I told you! I don't know!" she yelled, even though her response just gave Magneto more reason to inflict greater punishment on her.

"Then what do you know! How much did they know about Asteroid M?"

"Just that it existed…" answered Mystique, still keeled over on the ground in a world of pain, "And they wanted to know where it was located…"

"And did they find out!" he yelled, knowing that it was one thing to know of his base's existence, but it was quite another to know it's location…Something that he alone was supposed to know.

Mystique didn't answer, for she knew that if she told him she broke, it would only make him angrier and cause him to inflict more pain upon her. She didn't want to tell him…For she was already in such a world of hurt that she didn't know how much more she could take. But this was a man whom she had known to be completely unaffected by the suffering of others and she, a woman whom had given him plenty of reasons not to trust her, was most certainly one of them.

"Mystique…" he said in a tone and gaze that would have caused even the mightiest to tremble, "What did you tell them?"

"I didn't tell them anything…But one of them was a psychic…A very powerful psychic almost on par with Xavier."

"Then you should have been able to resist…" he said sternly, knowing Mystique was supposed to have unbreakable mental shields that even Xavier couldn't penetrate.

"I tried…" she struggled, knowing that what she was about to say would only bring more pain, "But whoever this woman was, she also had telekinetic and pyrokinetic powers and practically tossed me around like pinball! She knew no bounds and didn't have anywhere near the restraint Xavier has when it came to probing! She knew how to interrogate…She knew how to put pressure on anybody…It was impossible to keep my shields up! I tried, but I…"

However, as she had expected, she didn't finish…For Magneto, in a fit of rage, pummeled her with several steal beams, some of which were sharp enough to tear gaping wounds in her flesh, causing her to yell out in pain as she once again keeled over onto the ground.

"You broke!" yelled Magneto angrily as he hovered closer towards the helpless mutant on the ground before him, "I entrusted in you some of the most fragile data concerning my master plan and you broke!"

He continued his assault on her, hitting her with bolts, tools, and anything he could levitate and accelerate. Mystique tried to guard the already bruised parts of her body with her arms, but that was having little effect on the relentless punishment the master of magnetism continued to inflict upon her. Yet still, despite her pain, she tried to defend herself.

"I had no choice!" she told him, causing him to temporarily halt his assault, "But rest assured, I didn't give her an exact location. I only knew the general area, remember?"

"It's still too much, Mystique! You know I won't tolerate any kind of hindrance…I have worked too long and too hard for this and I'm NOT about to let some ruthless mutant dissidents who you couldn't handle stand in my way!"

Mystique continued to bear the blunt end of Magneto's rage as she was pummeled once again by a series of heavy tools. But before he could hit her with anything heavier, she knew there was one last thing he needed to know…And this was something she had no idea how he was going to handle. Anger over his base was one thing…But this…This was an entirely different matter altogether.

"Wait! There's more…"

"More! What do you mean?" shot Magneto in a stern tone, feeling as though this woman was becoming more of a nuisance and a liability than he had previously thought.

"One of the attackers…" she said, catching her breath and gritting her teeth through the pain, "One of them was someone who Pietro recognized…And from what he told me…You know her as well."

"Who!" demanded Magneto, "Who was a part of these rogue dissidents! I'll have their heads for their pestilence!"

Mystique hesitated a bit before saying, not knowing how he was going to react to this. But nevertheless, she went head and told him anyways…For he definitely had to know this.

"It was Wanda…Wanda Maximoff…Pietro's twin sister…And your daughter."

Magneto's eyes widened at the mention of that name…That one fateful name that he had not heard and no one had dared to utter for over ten years now. It was the name of his little girl…The beautiful little girl that once so clearly bore the eyes of his late wife, Magda. Only she had grown angry and unmanageable when her powers manifested at a young age…Forcing him to take drastic action. He threw her into an asylum…For he was unable to deal with her. Then…Nearly three years after that…She died. He knew…He was at her funeral…He had seen her coffin…He had been there. And for that reason, he couldn't and wouldn't accept what Mystique had just told him. Instead…He erupted into a rage like no other.

"Wanda…ERR! NO!" he yelled, as he suddenly ripped a dozen steel beams up from the ground with unparalleled force.

Then suddenly, before she could react, Mystique felt the hard steel bars warp and bend around her body, encasing her in a death grip of solid steel. Her arms and legs were bound and the metal encasement tightened around her and lifted her already wounded body into the air as she was squeezed and crushed under great pressure, causing her to yell out in a fit of agony.

"HOW DARE YOU SPEAK THE NAME OF MY DAUGHTER!" he yelled at her, using his powers to give her a choking squeeze with the steel bars that now so tightly encased her, "MY DAUGHTER IS DEAD! WANDA IS DEAD! I WAS AT HER FUNERAL! I SAW HER COFFIN! I STOOD OVER HER GRAVE!"

"Did you…Ever…See…A body?" gasped Mystique, her lungs crying for air.

In his rage, Magneto had let his usually cold, stoic demeanor fall apart like a house of cards. He never spoke with so much rage and emotion…Not since he claimed to be completely dead of such things. But this…The mention of his dead daughter…The daughter he so heartlessly threw away…Was just too much for him to handle. He didn't want to believe it…For he had come to accept it over the years that he had failed and she was gone…Gone forever like her mother.

Magneto's raging fury soon gave way to a feeling of disbelief and bewilderment as he finally loosened the steel bars from around the shape shifter's body and let her fall limply onto the ground in a pained heap. He took a moment to process what he had just heard…Allowing himself to breathe a bit after having heard something he never thought he'd hear again. Anger, bitterness, sorrow, and self loathing hung over him like a haunting shadow as he clenched his fists in an all consuming bit of rage that boiled beneath his skin. He was so close to finally completing a lifetime of dreams and goals…Then something like this had to come along…Something so shocking and unexpected that he never thought he'd have to deal with again.

"I threw her away…" he mused as Mystique struggled to get her lungs working again, "I threw her away because I couldn't manage her. She was too unstable…Too volatile to control. I was told by the asylum…That she had hung herself in her cell. They showed me pictures of what I identified as being her dead body. But…To hear that she's alive…After all this time…How can it be possible?"

"I…Don't…Know," groaned Mystique, still in a world of pain, "But…She was…There. She…Is…Alive."

"Shut up!" he said, his words stinging from years of conflict and self loathing as he hit her once more with a heavy piece of construction equipment, "You are on extremely thin ice Mystique. I have tolerated your failure and insubordinance for too long! Now, because of you, a very real threat exists to my master plan…And Wanda is a part of it."

Magneto then used his powers to manipulate a steel beam that suddenly wrapped itself around Mystique's neck and levitated her so that she was eye level with the angry master of magnetism. She choked and struggled as her mangled body hung limp and helpless before the old holocaust survivor that she had so blindly given her trust to.

"I will give you one final chance…" he told her with raw venom in is tone, "Prepare the Brotherhood for an early departure to Asteroid M and keep anything and everything as secret as can be. I don't care if these attackers come around again…But if you break again, I'll break you as a result! Because if I find out that anything else is revealed concerning my plans, I will blame you and you alone! You chose my path…And you better be willing to follow through, or else no amount of shape shifting will repair your body from what I will do to it!"

And with that, he released her, once again allowing her body to fall limply upon the hard ground below. Then, the whirlwind of metal finally stopped and Magneto ascended back into the air, disappearing from sight, leaving the hurt and wounded shape shifter behind in a world of pain.

She struggled to breathe and many parts of her body were littered with bruises and gashes from the punishment she had just endured. She knew Magneto wouldn't be pleased with her, but she had no idea he would inflict such great pain upon her. The shape shifter was in so much hurt, that she couldn't even get back up. Instead, she found herself curling in a fetal position, grasping the most painful of her wounds on her shoulders and ribs. It hurt so much…But she refused to shed a tear…For this was the life she had chosen…This was the existence she was forced to endure. And even though she had been dealt so much pain and punishment, she couldn't deny the truth in Magneto's words…She had chosen his path. And after having endured so much failure and punishment with a cause she found herself increasingly doubting…She was finally beginning to deeply regret that fateful choice.

* * *

Back in Washington, the big meeting was going pretty much as everyone had expected it to go with both sides deadlocked. The side of those in favor of 'active' mutant policies and the side in favor of 'passive' policies continued to clash and remained unable to agree upon any real course of action. The classic battle of the war hawks and the peace doves quickly devolved into a stalemate with neither side making much headway. However, for some, there was more stress looming over their minds that didn't necessarily involve anything having to do with the meeting. 

While the General remained a vocal peace proponent, the Colonel for some reason or another fell silent for the most part…A rare occurrence for anybody who even remotely knew him. Usually he would shout the loudest or argue the most passionately in any debate, but after he received a mysterious page from one of his GURSO soldiers back at Shadow Cell, he had been quite distracted from his usual demeanor. And while his silence was welcomed by many who had seen just how adamant he could get about his views, others became more suspicious…Namely Nick Fury of SHIELD.

Fury had stayed relatively quiet for the most part, letting his officials and the General do most of the talking while he just sat back and watched this clusterfuck of a debate rage on. However, after having overheard an ominous conversation over the phone from the Colonel, his attention began shifting over towards him instead of the meeting. His gut told him something was up…And given what he knew about the Colonel, it was something he felt was definitely worth taking note of. He knew the man didn't have a very valorous record to say the least and he knew his attitude made him a pretty unpleasant guy to be around…But that only made his suspicions feel all the more vindicated as he watched the Colonel constantly check his phone, growing increasingly disgruntled by whatever it was he was seeing. Fury wished he could have seen what was going on with him…But given that the Colonel was no idiot, he could only watch and grow increasingly suspicious.

'What are you hiding, Colonel?' thought Nick Fury as a bunch of meaningless arguments once again filled the room, 'I know something's up…Something big.'

Unknown to most of the intelligence community and the black world of secret government programs in general, Nick Fury had some of the most detailed knowledge about Shadow Cell outside the highest echelons of government. The project had garnered so much success and praise that even he couldn't deny it's effectiveness in carrying out the task that even SHIELD wouldn't touch. Then again, it was never the project that bothered him…It was the people that ran it that sparked his suspicions. From the beginning, he had his suspicions about their activities and he and SHIELD had been tasked by the higher ups to keep an eye on them not long after they started doing fieldwork. But the more success Shadow Cell experienced, the harder it was for him to exact his influence. They had already caught him and SHIELD with their pants down with the whole Hydra affair and his credibility had faced stiff competition from Shadow Cell leaders given their success. But credibility or not, it didn't ease any of the lingering uncertainties he felt about the organization and the people who ran it and he remained determined to keep a close eye on them no matter what anybody else thought.

Fury's attention remained diverted as he once again looked over at the Colonel, who still seemed deeply irritated. He continued checking his phone, letting the General do much of the talking and allowing his supporters to keep the discussion deadlocked. It was clear that his mind was somewhere else now and whatever it was, it took far greater precedence over what was going on now.

Just then…Fury felt his cell phone vibrate in his pocket, indicating that someone was calling him over a line he only used when something major came up. Most people would never be stupid or crazy enough to call him when they knew he was in a meeting, but as soon as he flipped open his phone and saw who it was from and along the message that he had left…He knew that his problems just got a whole lot bigger.

"Damn it…" he cursed under his breath, "I knew it…I knew something had to be up…"

While the debate was still going on, Fury quietly got up from his seat, evoking the attention of one of his trusted aides.

"Sir…Where are you going?" he asked him anxiously.

"I'm taking an extra long smoke break…" he told him in a cryptic tone, not leaving any room for argument.

A subtle hint of understanding quickly came over the subordinate officer, who knew from those words exactly what he meant.

"Oh…I see," he said, not wanting to know anything more, "I'll…I'll take care of it."

Nick Fury didn't say another word. Instead, he merely nodded and stepped out of the room. And while the meeting continued to go on without him, probably with the same lack of progress, Nick Fury made a quick and silent exit through a specified path that only he and a select few knew about. He moved swiftly, being careful not to draw any attention to himself, for what he was about to do was a serious breach of regular protocol. But he didn't think too much about that now, for he had plenty of other concerns to deal with at the moment. He had a gut feeling that whatever this was, it was something major that he could not ignore. And even though he knew that getting involved would piss off plenty of his associate, it was still his duty to see it through…For he owed as much to an old friend of his which he knew he would be seeing very soon.

* * *

AN: And this is where they say the plot thickens! Everything is really starting to heat up now with tensions running high on all sides! Now with so many people involved in this complex web of events, it can only grow all the more intense, so stay tuned to see just how things unfold! And don't worry, for there is still plenty to come! The mind blowing action, drama, and suspense is just getting warmed up and you won't want to miss a second of it! As always, I implore you all to REVIEW this story that I have put so much effort into! Please tell me what you think by posting your thoughts on the fanfiction website or by sending me your comments directly via email! Thank you all very much for reading and I wish every one of you the best!

IT'S HEATING UP FOLKS! HURRY UP AND REVIEW BEFORE IT GETS TOO INTENSE!


	29. Unanswered Questions

**Sinister Soldiers  
Chapter 29: Unanswered Questions**

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The reviews are dying down again! Please don't forget to REVIEW! As always, before I begin, here's a quick shout out to all the wonderful people who took the time to review!

**Agent-G: **Yeah, Fury will play a big part now that Shadow Cell has made their move. He has plenty of reasons to be suspicious and even more reasons not to like what's going on. After all, Shadow Cell is kind of the 'We Hate Fury' club when you think about it. As for Mystique, she's in a hell of a bind now. If she hadn't asked him about the body, Magneto may have actually killed her in his rage. That will come into play later on and believe me, it'll definitely serve to complicate matters! Thanks as always for the review dude! You kick ass! Stay cool like you always do!  
**Heartsyhawk: **You're very right my friend, everything is truly chaotic now. Shadow Cell definitely was affected by what they did. The sense of honor instilled within them is still present despite their obligation to follow orders. As for Mystique, well…Trust me, that will come into play soon enough! Thanks as always for the nice review! You rock!  
**Howlerdrode: **Oh don't worry my friend, you'll see that Shadow Cell is far from unbeatable. Their second thoughts towards their deeds shows that they are conflicted despite their dutiful execution of the tasks they are assigned. They may be powerful, but even they won't be able to escape what's to come! And in regards to Mystique and Magnum, there's a lot more to that than you think! But that'll come in due time. Thanks a bunch for the review! I always appreciate it!  
**Jenskott: **Oh yeah, there's plenty of pain to go around on both ends my friend! But the X-men aren't without brains and they have already managed to decipher a bit about what they just faced. Logan knows it and now he's getting some outside help! You can be certain that it will come into play soon enough as Fury becomes more involved. And yeah, Magneto definitely wasn't too happy. But can you blame him? He thought Wanda was dead. Quite a rude awakening, is it not? You'll see the effects of that soon enough! Thanks as always for the nice review my friend! You rock dude! Peace out!  
**KaliAnn: **Yeah, Shadow Cell has a way of leaving their mark, eh? But with Magneto in the loop, pretty much anything is possible. And now that he knows about Wanda, there's definitely lots of volatility to boot! And this is just the beginning! It's only going to heat up from here! I hope you like it and thanks a lot for the review! Peace out!

Also, a special thanks to: **Quillian, Jacx, X00001, Reality Bender, Wen1, Mark C, and Gothik Strawberry.**

The more you review the more motivated I get! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

* * *

After the sudden attacks by Shadow Cell on the institute, the still dazed and confused X-men took some time to heal from their wounds both physically and mentally. They had been overwhelmed on pretty much every level against the five mutant soldiers. They had outnumbered them, they had fought them on their own turf, and had a cutting edge security system on their side…But they still lost. After having faced the Brotherhood, Juggernaut, Magneto, and the sentinels, the X-men thought they were truly prepared to face any such threat that came their way…But whoever these intruders were, they managed to beat them on pretty much every level and it had been rather demoralizing to say the least.

Professor Xavier, Hank, and Ororo had been tending to the injured who were now resting in the infirmary for the rest the night. Few people slept, for after having endured an attack like that, it was rather hard to do so. The other students who hadn't suffered severe injuries also lent what help they could. They had wounds to heal, a security system to rebuild, and a new foe to deal with. But for now, they were just recovering from what had just happened so suddenly and without warning.

"How are they doing, Charles?" asked Hank as he and Ororo stepped out of the main computer room adjacent to Cerebro.

"Aside from a few rather nasty bruises and some pretty severe headaches…Fine for the most part," said Xavier with a sigh, "It's strange though…With all the skill and brutality of these intruders, it appeared as though they truly didn't want to hurt anybody…"

"And what makes you so certain of that?" said Hank somewhat skeptically as he rubbed the still sore spot on his chest from where Cyclops had blasted him into unconsciousness.

"I'm…Not exactly sure. Keep in mind my friends…Whoever these intruders were, they managed to overpower us with a great deal of efficiency. Yet even when faced with so many opportunities…They didn't kill or seriously injure anybody. That was clearly not their objective."

"Then what on Earth were they here for?" asked Ororo, still reeling from all the trauma that this attack had inflicted upon everybody at the institute.

"That, Ororo, is the big question," said the Professor as he began to ponder all the possibilities.

"Well whatever it was they were here for, it seems that it did in fact have something to do with Cerebro," added Hank.

"But what could it be?" thought Ororo, feeling as though she was at wits end, "We checked the systems and the Xavier Protocols are still intact and show no signs of intrusion."

"Then it's safe to say that the protocols weren't what they were after. What about the system tools? Could there be any trace of their actions lodged in the machines user files?"

"I already checked that, Charles…And I'm afraid that I don't have an answer for you," said Hank with an exasperated sigh, "Whoever these most tenacious attackers were, they most certainly knew what they were doing. Cerebro had over seven layers of the best firewalls both money and programming could buy…Yet they tore it apart as if it were mere tissue paper."

"But…How is that possible?" said Ororo, finding that hard to believe that somebody could hack into a computer as complex and powerful as Cerebro.

"Believe me Ororo…I'd definitely like to know," said Hank as he rubbed his sore neck as a result of many hours of intense work that had gotten them nowhere, "But whatever programming they used to rip apart our elaborate computer security, it must have also included a self destruct mechanism that terminated any hint or trace of what it did or what it had been used for…Taking most of our key protective measures with it along with many vital user files."

Professor Charles Xavier was both impressed and distraught at this news, for he had programmed many of Cerebro's key components himself and had thought them to be unbreakable. Yet as confident as he was in his programming skills, they seemed to hold up just as well as their combat skills had against these mysterious new foes.

"Then I guess that means I'll have to program it again from scratch," said the Professor, sounding tired and exhausted after such a trying ordeal, "Hopefully, I'll find something along the way to shed light on this new mystery…Until then, the students are our first priority."

"Agreed…" said Ororo with a nod, "So what do you want us to do?"

"For now, all we can do is help fix up any lingering wounds and help them to recover from the overall shock of this whole ordeal," instructed Xavier as he wheeled himself back towards Cerebro.

"That's certainly not going to be easy, Charles," stated Hank, knowing they needed a more detailed course of action than that, "What if these mysterious intruders decide to attack again?"

Professor Xavier considered that for a moment, but as he thought back to that fateful fight with that redheaded psychic that had actually managed to beat him in a mind to mind face off, he knew there was definitely something more to these attackers. They had fought so tenaciously and efficiently that there absolutely had to be some sort of objective to it all…And whatever it was, it had nothing to do with them. If anything, he and his X-men had just been in the way.

"Let's not concern ourselves too greatly with that just yet. I don't know who those attackers were…But something tells me that it's not us they're out to get…It's something much more grand."

"And what do you think it could be?"

"That, Ororo, is what we must find out…" said Professor Charles Xavier with a new hint of determination in his voice, "And something tells me that whatever it is, it is most certainly something of great importance if it prompted such a powerful and sudden attack."

* * *

Back in the infirmary, things had finally settled down amongst the injured and the not-so-injured. Everybody had been in a state of shock over what they had just faced, but as their minds gradually came to process it, many questions arose. However, as with the Professor, they were no closer to finding any answers and had only the lingering marks left by their attackers to go on.

"Dang Remy! Would ya hold still for just a second?" exclaimed Rogue in a frustrated tone as she rubbed some of Hank's specially medicated anti-septic to a wound on Remy's leg.

"Sorry cherè," grunted Remy as he felt the burning of the abrasive fluid, "Dis shit just burns like hell."

"Hey, at least you only got it on your leg, Remy," groaned Warren, who was still rubbing his sore neck as Betsy patched up his left wing, "Try taking a couple of bullets to the wings."

"Sorry homme…Remy don't have wings," said the Cajun mutant as he winced again.

"Well if you did, you'd be begging for just a measly leg injury. These things are sensitive."

"But at least they're done now…" grunted Betsy as she put a small white medical patch over the wound, "How do they feel now?"

"Better…" he said, managing a smile to his girlfriend, who had put up with plenty of complaints and squirming while she worked on him, "Still hurts when I move them though."

"Then you should probably stay on the ground for a while," she told him as she put the supplies away, "And if that means I have to hogtie you in order to keep you grounded, then so be it."

"Yeah…As if he wouldn't like that," grumbled Rogue, wishing she didn't have to watch Betsy and Warren play nurse.

Just then, Kurt, Sam, Kitty, and Jamie entered the room. They all looked tired and they were still pretty sore just like the rest of them, but given what had happened, such feelings were expected.

"So how are things on this end?" asked Kitty, obviously tired from having been unconscious and working through the night tending to the injured.

"Probably the same as on your end…" answered Warren as he stretched his wings a bit to get the feeling back in them, "Plenty of injuries…But nothing too serious."

"Vell Beast says that Bobby, Jubilee, Ray, Roberto, Tabby, Rhane, and Amara vill probably be out for another couple of hours or so…But at least vhen they vake up, they von't feel as sore," said Kurt as he sat up on one of the tables in order to rest his tired legs.

"At least they got some sleep out of all this…" muttered Rogue, "Ah swear, whoever those guys were, they were just toyin' with us. They practically walked all over us for cryin' out loud!"

"Not to mention how they also managed to mortally wounding the team's collective ego," commented Sam, still reeling from pounding they all took, "Man, it's times like this Ah wish Ah had Logan's healing factor."

"Oh believe me, Sam…We all do," said Betsy as she tried to rub the tiredness out of her eyes, "But ego aside, I think you all know pretty much what this whole thing means…"

"Extra danger room time?" guessed Jamie.

"Exactly…" said Warren, causing everybody to let out a collective groan, "I know…I know…But we can't escape the fact that we got our butts kicked by these guys. There were only five of them, they were fighting us in our own home, and we surrounded them…"

"Yet dey still managed to mop de floor wit us," said Gambit, rubbing his sore neck as he stood up, adjusting to the feeling of his now sore leg, "So much for always bein' prepared."

"And so much for trying to organize any fun training activities as well…" grumbled Sam, knowing that there was no way anybody was going to let them go on a dirt-biking run.

"Guys, this is serious!" said Warren, thinking they shouldn't be taking something like this so lightly, "We were attacked for crying out loud!"

"Hey, like, chill out Warren," said Kitty, even though she had a feeling that as leader, Warren would probably be more anxious about this than the others, "We know it's a big deal and all, but that doesn't mean we have to let it psyche us out."

"But that doesn't mean we should take it lightly either," argued Warren.

"Well can't we take it more seriously in the morning?" groaned Jamie, who was in serious need of some shut eye just like the rest of the team, "I'm totally beat."

"Ja, me too man…" said Kurt in agreement as he slouched over in his position and rested his head in his hands, "I say ve all call it a night. Ve could all probably use it anyways."

Then suddenly, a familiar gruff voice came from the doorway, momentarily snapping them all out of their drowsy state of mind.

"Hate to break it to ya kiddes, but the night's already over," said Logan as he leaned on the doorway, looking over the students that had bore the blunt end of the attack.

"Oh man, you're kidding right?" said Rogue in response, hoping it were so.

"Since when have any of you known me to kid?" he grumbled in response, evoking a wave of groans from, "But don't worry…The Prof says ya don't have to go to school today."

That helped cheer everybody up somewhat, for none of them thought they would be able to manage school in their state. Hell, half a dozen of them were still unconscious, but that only served to make the whole impact of the attack even greater…Not just in a physical sense, but psychologically as well.

"Well I guess one good thing came out of this bloody attack," muttered Betsy, "But who exactly were these guys? And why in the hell would they attack us?"

"Hey, just ask the whole dang school to answer that for ya," quipped Rogue with a snide expression, "They could've been Friends of Humanity for all we know."

"Like, no way!" said Kitty, not believe that for a second, "These guys were mutants. There's no way they'd be with the Friends of Humanity."

"Well, what about Magneto?" suggested Sam.

"Yeah, that's definitely a possibility," said Warren, taking a moment to really think about this, "The Brotherhood certainly hasn't proven themselves to be very effective against us in the past, so maybe he hired a bunch of new cronies to fight against us."

"I don't know about dat, homme…" said Gambit, sounding unconvinced, "De way dose guys fought wasn't exactly Magneto's style."

"The Cajun's right…" said Logan in a definitive tone, having a pretty good idea that what he saw was definitely something different, "They were definitely not Magneto's boys…That's for damn sure."

"What makes you so sure of that Mr. Logan?" asked Sam.

"Well for one thing, since when did Magneto's boys carry guns?" said Logan, which made enough of a point in and of itself, "And it's not just that…It's the way they carried themselves that proves they're somthin' else."

"What do you mean?" asked Warren, not knowing what he was getting at.

"What I mean is, whoever these so called intruders were…They were definitely soldiers of some sort. The way they attacked us wasn't just some ambush…It was an infiltration. They used a classic deception tactic…They divided us and got us to focus on all the wrong things while they slipped in and took whatever it is they wanted. They had an objective…They came here for something…And we were just in the way."

A heavy silence fell over the team as they thought back to how the fight had gone. Now it seemed all the more complex to them as they looked beyond the beating they took. And as hard as it had been to admit defeat, now they had a chance to analyze why they had been defeated. Yet in looking back at how these mysterious intruders had neutralized them…They began to wonder just what it was they were after.

"So I guess the big question now would be…What exactly were they after?" said Betsy as she began to think about it.

"Ja, and if they vere just here to take something, then vhy come in vith so much commotion?" pondered Kurt.

"Maybe they were, like, in a hurry or something?" reasoned Kitty.

"Or maybe they wanted to send a message to us," suggested Warren, "They had plenty of opportunities to kill us and they certainly had the means…But they didn't. It could be their way of telling us to back off."

"Ah don't know…They sure didn't look like they were tryin' to intimidate," added Rogue as she thought back to the fight that brought such a world of pain upon them.

"Well maybe that was just a bonus for them or something," shrugged Sam, "They really knew how to fight and they were pretty darn good at it."

"Or maybe…We don't know enough to make any kind of assumption," said Logan, thinking the kids were just throwing things out there, some of which could be valid and some of which he knew was just speculation.

"Vell to be fair, ve still don't know who the hell they vere," reminded Kurt.

"And hopefully…That'll change," said Logan ominously.

"What do you mean?" asked Warren, catching the subtle tone in his voice, hinting that something had already been done.

"I called in a favor to an old buddy of mine," said Logan as he turned to walk away and see how Hank, Ororo, and the Professor were doing, "And if anybody knows anything about these soldiers…It's him."

It wasn't much to go on, but it was all they had at this point. They didn't know the state of Cerebro and they still had plenty of injured to tend to. But despite all the turmoil that remained in wake of the attack, the young team of mutants were still very curious as to who exactly these intruders were. Logan seemed certain that they were soldiers of some kind and more often then not, his gut instincts often proved to be right in the long run. But there were still so many lingering mysteries about what had happened and such curiosity would continue to fester every bit as much as the wounds that the five mutant soldiers had left.

"So what do you think, luv?" asked Betsy as she turned back to her boyfriend, who still had a curious look on his face, "You think Logan could be right about this? You think we could actually be dealing with soldiers of some sort?"

"I don't know, Betsy…" he told her in all honesty as he continued to reflect on everything that had happened so suddenly, "But whatever it is we're dealing with…Something tells me it's big."

* * *

The master of magnetism didn't want to believe it…He couldn't believe it. It was impossible…At least, that's what he kept telling himself. It was bad enough Mystique had revealed to him that some strange team of mutants that he had no prior knowledge of despite all his resources now knew of Asteroid M's general location…But to learn that his daughter…The beautiful little girl that he had thrown away because he couldn't handle her…Was alive…It was just too much for him to bear.

Throughout his life, Eric Magnus Lensherr had suffered his share of tragedy. He had survived the horrors of the holocaust that had claimed his parents and left him all alone in the world. He had lost his beloved wife to a lynch mob after having exposed himself as a mutant while working with Charles in the Balkans. And he had been forced to contend with his failure as a father to his children…Namely what happened to his little girl, Wanda.

It seemed like only yesterday she was a regular, happy child that could brighten his day even during the most darkest of times…Yet all too often, that happy child was unable to control her emotions, letting her volatile powers grow beyond her control. She was able to cause undue destruction with every temper tantrum and no matter what he did…He couldn't control her. And because of that…He threw her away into an insane asylum.

With one fateful decision, he tossed his daughter away as if it were trivial. Yet no matter how cold or bitter he felt, he could still vividly remember her agonizing cries. The sight of his beautiful young daughter struggling against those asylum guards, crying and reaching out to him, begging him not to leave her…Yet he didn't listen. In fact, he didn't even shed a single tear.

For years, he kept telling himself that he had no other choice. She had been angry, unmanageable, and volatile. But then one day…He got news from the asylum that Wanda had committed suicide…She had hung herself in her cell. At first, he was furious…Then, when the asylum guards showed him some photos of her dead body…His anger turned to sorrow, for his little girl was dead…And it had been his fault.

Then, at her funeral, he shed what would later be his last tears…For after standing over the grave of his daughter and seeing young Pietro morn the loss of his twin sister, any last bit of humanity that had endured throughout his life died with his little girl. From that moment on, his bitterness and apathy knew no bounds…For there was nothing left for him to hold onto other than his hatred for humanity. It was for that reason and so many others that he sought to wipe out emotion, for they seemed to cause nothing but sorrow for him. And in the years since news of Wanda's death, he sought to pursue the complete and utter destruction of Homo sapiens…For that seemed to be his only true outlet.

But now…Things were different. Now…Everything had changed. As much as he didn't want to believe what Mystique had told him…One thing stood out in his mind above all others…He never saw her body. The only thing he had to go on were pictures and he knew those were easily manipulated. But still…The thought of his daughter actually being alive after all this time brought forth a mixture of many conflicting emotions. He kept telling himself that it was impossible…Yet his mind couldn't seem to let go. His little girl was out there…She wasn't dead…And he was finally beginning to come to grips with that. However…If he was going to accept it, he needed proof…And he knew of only one way to do that.

"I can't believe I'm doing this…" he said to himself as he stood in a place he vowed never to stand again, "I can't believe I'm even thinking this…"

The master of magnetism was torn through inner conflict as he stood upon the grave of his little girl. After her funeral, he vowed never to return, for it would only remind him of his failure and his loss…Yet if he was going to confirm that Wanda was truly dead, he would have to see her body…Or whatever was left of it. The thought alone of seeing the dead corpse of his beautiful little girl sickened him in a way few things could, but he had to know…He had to find out the truth. He had photos, autopsy reports, and a death certificate…But without a body, such documentation would mean precisely dick.

For a moment, Magneto just stood there, gazing back upon the grave of his daughter. He kept reading over the epitaph which said, 'Here lies Wanda Lensherr Maximoff. Rest peacefully young child for now thy spirit is free.' Those words had been the one thing that actually got him to cry on that day when he stood in the dreary rain as they buried his daughter, but now he was out to uncover the truth…And there was no turning back.

"I best get this over with…" he told himself as he summoned his powers, causing several rusty shovels that had been resting against nearby trees to levitate and hover over towards him.

Then, in a quick and furious pace, the rusted tools tore into the ground, guided by the magnetic force of Magneto's powers. He dug with unabated ferocity, as if he was fighting against the demons that had haunted him for so many years. His heart rate jumped as he dug deeper and deeper…Until finally, they hit the coffin.

Taking a deep breath, Magneto then focused his powers on some of the metal fixtures of the coffin and with one solid yank…Drew the whole casket up out of the ground in a show of brute force. Once it was set down, Magneto knelt upon the wet ground and ran his hands over the black outer casing. As much as he wanted to open it and see for himself whether or not his daughter was alive…At the same time, a part of him didn't want to know. There was no telling what he would see and he kept shaking his head, not believing that he was about to do this…But it was too late now. He had made his choice…And he would find out the truth one way or another.

"Wanda…Forgive me."

As the old holocaust survivor took one last deep breath, he finally pried open the lid and what he saw both shocked and horrified him in a way no words could describe.

"Empty…" he gasped as he looked into the empty casket, "It's…Empty."

It looked as though there had never been a body in it to begin with. There were no traces…No marks…Nothing. It was just an empty casket…Not the final resting place of his beautiful little girl.

"Empty…Empty!" he repeated as he began banging his fists upon the lid in a blind rage, for he was unable to control his emotions from this revelation, "Empty. Empty! EMPTY! EMPTY! NO! WANDA!"

He kept yelling and screaming into the night as he angrily pounded his fists upon the empty casket. It was impossible…He could not believe it…But now he had proof. He could no longer deny it. After all these years…After so much loss, sorrow, and bitterness…Wanda Maximoff…The daughter he once believed to be gone forever…Was alive.

* * *

As the rest of the day went by at the Xavier Institute, most of those who had suffered injuries in wake of the attack were beginning to finally heal up for the most part. Despite lingering bruises, everybody was up and about for the most part as the evening fell upon the institute. Everybody pitched in for the extensive cleanup and helped out in whatever way they could while also taking the time to recuperate from the lingering effects the attack had left on them. However, for some, recovering was a bit slower.

Down in the infirmary, those who had been knocked unconscious in the fight had woken up, but not without major headaches. But as with the physical wounds, they too would heal. As brutal as their attackers had been, they didn't seek any real permanent injuries upon them, which spoke volumes for their skill. And such considerations were never very far from the minds of the students and staff of the institute as they continued to recover from this startling new development while also pondering the many questions that had been left in wake of the attack.

"Ugh…I'm going to need a pound of aspirin for the next three days," groaned Amara as she rubbed her head from the lingering affects of X23's CQC attacks.

"To hell with aspirin…I'm going to need morphine!" said Tabby, who was in the bed right next to Amara.

"Speak for yourself you two…" groaned Roberto, who now had bandages around his body along with Roberto since they had bore the blunt end of an impact from Sam thanks to the telekinetic power of Phoenix, "At least you didn't get knocked over like a couple of bowling pins by Cannonball."

"Aw, quit your bellyaching!" said Ray, who tried to stand up under the lingering strain of the injuries he suffered on his torso, "At least your solar powers protected you a little from the impact. I didn't have dick to protect me!"

"Will all of you just quit complaining!" exclaimed Rahne, who wasn't exactly being aided by all this commotion, for she was still reeling from the blow her body had suffered as a result of Cyclops's blast, "It's not like it's going to make any of the pain go away!"

"Took the words right out of my mouth, Wolfsbane," grunted Wolverine, who was bandaging up her arm, "Ya fought against a bunch of intruders and lost…So get over it and learn from it."

"Which I can only take as meaning we'll be spending extra hours in the danger room after we're all back on our feet," groaned Roberto.

"In that case, I'm staying in bed…" said Amara with another groan as she fell upon the soft infirmary bed, closing her eyes in an effort to stave off the pain of her headache.

"Oh come on Wolvie!" said Tabitha, not wanting to think about things like the danger room in her current state, "It's not like we didn't try to fight back! Those guys just overwhelmed us…"

"Yeah…Especially that chick with the claws…" groaned Bobby, who was lucky enough to avoid any real bruises thanks to his ice form, but not lucky enough to avoid a slight concussion.

"Ugh, don't remind me," said Tabby in response as she rubbed her stiff neck from where X23 had hit a nerve cluster.

Just then, another thought came to her as she looked back at Logan.

"Speaking of which…That chick seemed to have quite a resemblance to our favorite burly Canadian here," said Tabby, immediately prompting Logan's suspicions.

"Yeah, I remember the way she practically growled at us…" said Bobby as he sat up and looked Logan in the eye, trying to get a clearer picture of the resemblance that was clearly there between him and whoever that girl was, "It sounded a lot like you, Logan. You wouldn't happen to know her, would you?"

Logan was silent for a moment as he thought back to that fateful fight that ended so mysteriously and left him in such a daze. He knew there was something about that girl…Something that had to do with him. At the moment, he had no answers…Only questions. But if some of the students could see it just as clearly as he did, then that was only further indication that this mysterious girl was somehow linked to him…He just didn't know to what extent or what this could possibly mean.

"No…I didn't know her," he said simply in a low, monotone voice.

Then, without saying another word, Logan made a sudden exit…A move not at all uncommon given his mysterious nature, but one that still sparked the intrigue of all those present…Namely Ororo.

"Hey, what's with him?" asked Jubilee, who Ororo was tending to, removing a bandage that had been placed over her eyes after having suffered a blinding blast from her own powers.

"I'm not sure…" said Ororo in a curious tone, "How do your eyes feel?"

"A lot better than before, that's for sure," answered Jubilee, still squinting a bit as she continued to see stars swirling about in her vision, "But I guess I should be grateful that I wasn't going full power on that girl…Otherwise I might have fried my retinas."

"Well continue to rest them for at least 12 more hours just to be on the safe side," she said as she got up from her bedside and began to make her leave as well, "They should be okay in a day or so."

"Hey wait! Where are you going?" asked Jubilee.

"To catch up with Logan. Something's bothering him…I can tell."

"Since when is anything NOT bothering him?" commented Tabby, but Ororo seemed to ignore that remark as she continued to make her leave.

"Continue resting…" she told them, "Hank should be back down later to give you one final check up. Until then, don't worry about Logan…I'll find out what's troubling him."

A strange silence fell over the injured students of the Xavier Institute as they watched the former weather goddess leave, for they were definitely a bit curious as to what they had just seen…And it wasn't just what Bobby and Tabitha had said to him about that girl.

"Do you guys ever get the feeling that those two are…Well, you know?" said Jubilee to her friends, hoping she wasn't the only one who found what they had just seen as a bit strange.

"Hmm…" said Amara, "I don't know…With those two, it's always hard to tell."

"Yeah, definitely!" said Tabitha with a laugh, "I mean, come on! Those two! You gotta admit, they would make a pretty odd match."

"I know…But still," argued Jubilee as she found herself trailing off in her words as everybody else went back to focusing on their lingering injuries.

While some, like Tabitha, Ray, and Bobby, chuckled at the notion…That didn't mean they found it any less intriguing. Whether or not there was something else between Logan and Ororo was anybody's guess…But for now, they had other things to worry about.

* * *

Back up stairs on the ground floor level of the institute, Logan was simply gazing out the front window from the den, finding himself in somewhat of a trance as he thought about what the others had said. While he knew they were probably just making observations, that didn't make them any less valid. It was true…That girl was a lot like him in many ways…Too many ways for it to be mere coincidence. And that just made things more complicated because it simply left so many unanswered questions.

The fight with that mysterious girl who wielded so much of his attributes played over again in his mind and kept wondering what it could mean. She smelled like him, growled like him, and even looked like him to some extent. When he looked her in the eye, it was as if he was looking at himself…As if somehow this girl was a part of him. And being a guy who had always assumed that he was all alone in the world with absolutely no family, it was a pretty overwhelming feeling.

It was bad enough that somebody had attacked the institute and made it look easy…But for one of the attackers to possible have a connection to him made things all the more difficult. Yet in the back of his mind, he knew this girl meant something to him…He just didn't know what it was. But he was determined to find out.

Logan continued to wallow in this state of confusion for an unknown amount of time until finally, a new presence came and broke him out of his daze.

"Penny for your thoughts, Logan?" said a familiar voice that almost startled him since he was so consumed with the fresh memories of that fateful fight.

"Oh, hey Ro…" he said in a monotone voice as he shifted his attention back out the window.

He didn't say anything else in response, which was typical of Logan given his nature, but Ororo knew there was something else on his mind and she was determined to find out what it was. And she, as well as Logan on some level, knew full well that of all the people at institute, only she had the power to break the big bad Wolverine out of his shell.

"Is something wrong?" she asked as she leaned up against the window to face him, watching as he remained utterly focused on the landscape, "You look troubled."

"The institute was attacked Ro…And almost everybody was hurt. OOf course I'm troubled."

"That's not what I meant Logan and you know it…"

Logan just let out a frustrated grunt, for he just couldn't hide anything from Ororo no matter how hard he tried. She had known him the longest out of anybody at the institute minus the Professor and she made it clear time and time again that she wasn't the kind of person to just allow a good friend to wallow in self pity.

"Can't get anything past you, can I?" he said, managing a slight grin.

"Well…You should know that by now," she responded, also managing a light hearted smile to help ease the mood, "So are you going to tell me or am I going to have to whip up a tornado to get it out of you?"

"Nah, save your strength."

"Then tell me…" she said in a sincere tone, "What's wrong?"

Logan took a deep breath, for he knew it was going to be hard talking about something he didn't even understand. But at this point, he knew was getting nowhere fast trying to do this on his own and maybe Ororo could think of something he couldn't.

"It's like I said, Ro…This place and everybody in it was attacked," he told her, trying to find the right manner in which to explain his situation, "It was my job to protect everybody…And I failed."

"But there was something else…"

Logan let out another sigh, for he wasn't exactly sure what to make of this. He only knew what he had seen, smelled, and experienced and nothing more. But that alone was enough to make him seek out more even if it meant finding out things he'd rather leave unknown.

"It was more than something…" he went on to tell her, "It was someone."

"Someone? Who?" asked Ororo, growing all the more curious.

"One of those attackers…That girl…The young one with the long dark hair…She was…Different."

"Different how?"

"Different as in she had eyes like me, she had adamantium claws like me, she had healing powers like me, and she even smelled like me…" he told her, his tone growing somewhat frustrated as he went over the many details that just seemed so unreal to him, "It was as if…She was me in some ways. The way she fought me…The way she handled herself…It was almost like fighting myself."

It was a strange predicament…That much Ororo couldn't deny. Nobody had recognized these intruders…Nobody had even so much as detected them despite having two telepaths and a security system on par with Fort Knox. But for one of them to be so much like Logan…Could it mean something?

"Did you recognize her?" she asked him, wondering if maybe this was someone from his past.

"Nope…Never saw her before in my life."

"Then how do you know she's connected to you?" she asked him.

"I'm not sure. It's just…The way that girl looked at me and the way she acted…It definitely meant something. I looked at her and I felt as though I knew her…And I think she knew it too."

"What makes you say that?" asked Ororo, finding this all the more mysterious.

"Because she had me on the ropes, Ro…" he said, his tone becoming more aggravated as he continued to feel plagued by all these lingering questions, "She beat me…And you know that ain't easy. She had me on the ground and at her mercy…And she could have killed me right then and there. I could tell she wanted to…I could see it in her eyes. She had the perfect chance to kill me…But she didn't do it…Something stopped her…Something was holding her back."

Ororo could see the great frustration in her friend's eyes as his face contorted and his fists clenched, for this was pestering him on so many levels. She had seen him get baffled before…But never like this. She could only imagine what was going through his mind when he saw that girl…Whoever she was. But it was clear that it left an impact on Logan…One that was festering more in his mind with each passing moment.

"I don't know what it was," he went on as Ororo gently placed a hand upon is shoulders in an attempt to calm him, "But she saw something…She knew something."

"Do you think it may have something to do with your past?" asked Ororo, knowing that it was never very far from Logan's mind.

"That's just it…I really don't know, Ro."

Her grip on his strong, burly shoulder tightened as she moved in closer to him. His tension remained high, for the image of that girl hung so strongly in his mind. Ororo could see how it was causing him so much stress after already having had to contend with a multitude of other complications in his long, complicated life. And this new development only further added to his problems, for it was clear that this meant something…It meant something to him in a way that he couldn't fully ascertain, but he knew it was important…And it all revolved around this mysterious young girl.

"Logan…I wish I could give you the answers you want," said Ororo, trying to be there for her friend in the way he needed it at this moment, "I know there's no way for me to fully understand how you feel about this. But I do know one thing…You will get through it…We all will. We'll find the truth…About this girl…About this attack…Everything."

"What makes you so sure about that?"

"I never said that I was sure…I just have faith that things will work out even if it means facing many difficulties in the process."

"Faith alone doesn't give any answers," he made, still not sounding convinced.

"No…But it does help," said Ororo, giving him a reassuring smile, "And as long as you have faith, then there's no challenge we can't overcome."

Logan couldn't help but scoff a bit, for it still sounded pretty far fetched to him. There were still so many questions left unanswered and everything was still such a mess…Yet through it all, Ororo still managed to smile.

"I wish I could believe that, darlin'…" he said as he looked back out the window at the setting sun, "But I guess I just ain't the faith havin' type."

"Then I guess I'll just have to have enough faith for the both of us…" she said, her smile not waning in the slightest.

Logan then shifted his gaze back towards the former weather goddess standing before him. Even in times of crisis, she managed to hold onto whatever hope there was even when he dug himself into a stupor. It was one of the many things he admired about her and as he looked back at the comforting look upon her face, he actually managed to smile back somewhat…An amazing feat in and of itself on Ororo's part.

Looking back at her, Logan honestly did feel a little better about this whole thing, knowing that at least one of them had faith that they would uncover the truth. In all the years he had known her, Ororo seemed to be the only one who could bring him out of the shell he so often concealed himself in. She was one of the few people he trusted and felt comfortable talking to and it was times like this he was glad to have her in his life.

Upon seeing him crack a smile, Ororo actually felt her face begin to blush somewhat, which almost made Logan laugh since he knew she had expected to leave herself in a position like this. And even though she had to constantly maintain control with herself because of her volatile powers…Logan could still catch her off guard with something as simple as a smile.

Ororo was about to say something to break the awkward silence, when suddenly…The expression on Logan's face quickly changed and he turned back to the window with a more serious look his face. Almost instantly, his demeanor sharpened and he shifted himself as if to better ascertain what he had just sensed, which also broke Ororo out of her state as she grew anxious over his sudden change.

"Logan, what is it? What's going on?"

"We've got company…" he grunted as he used his sharp hearing to decipher the clear sound of helicopter blades echoing outside.

"Company?" said Ororo as she closely followed Logan to the front door, "Who is it? Should we warn the others?"

"We will…" he said as he stormed out the front door as a large, black helicopter appeared in the distance and began to descend upon the front lawn of the Xavier Institute, "But it ain't another attack…It's an old buddy of mind who owes me a favor. And hopefully…He'll give us some answers."

* * *

AN: Looks like the X-men have guests now! And maybe they'll know something they don't…Or maybe they'll just add to the confusion. Only one way to find out! Stay tuned to see what how things continue to evolve for the X-men as well as the Brotherhood and Shadow Cell! The mystery is just beginning to unfold and it's only going to get more complicated for each team as this story continues to go down many profound routes and you won't want to miss a second of the intense ride that awaits! In the meantime, don't forget to REVIEW! Send me your comments directly via email or post them on the fanfiction website! Thank you all very much for reading and I wish everybody the best!

THE BUTTON IS JUST BELOW! PLEASE CLICK IT AND REVIEW!


	30. Secrets Uncovered

**Sinister Soldiers  
Chapter 30: Secrets Uncovered**

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Come on people! REVIEW REVIEW REVIEW! As always, before I begin, here's a quick shout out to all the kind readers who took the time to review!

**Kali: **Yeah, a butt-kicking has a way of demoralizing people. But don't worry, the answers for them are coming soon! But knowing the truth is one thing, acting on it is another. And yeah, I agree with you on Magneto. But then again, keep in mind that this is Magneto we're talking about here. He's pretty messed up, but losing his wife and daughter will do that to a guy. He'll play a significant role soon enough! Until then, I hope you continue to enjoy this and thank you very much for your thoughtful review!  
**Agent-G: **Yeah, the aftermath was kind of fun because it gave me a chance to show their mindset now and how they try to make sense of what's going on. They got it right in some areas, but were way off in others. They're not stupid, but they still have no idea just what they're up against. Hopefully, though, Fury can change that! Thanks as always for the review buddy! You totally rock! Stay cool like you always do!  
**Howlerdrode: **Glad you liked the Logan/Ororo interaction. Those two are always fun to do and they're still my second favorite couple! They'll have more moments together later on, but for now they've got other problems to handle. Fury may provide answers, but it's up to them as to how they use the information they're given. As for Shadow Cell, they're next task is coming soon enough! Hope you continue to enjoy! Peace!  
**Jenskott: **Wow! Glad to hear I brightened your day Jenskott! That really means a lot to me! You know how I feel about character bashing, no matter who it may involve. And this fic is no exception. An AU like this gives me a chance to really get into certain characters and play around with the possibilities. There will be plenty of moments to explore that as well as plenty of scenes with Rogue/Remy, Betsy/Warren, Logan/Ororo, and Scott/Jean! Hope you like them! Thanks for the review! Peace out!  
**Simba317: **Yay! Congratulations for being the only one to acknowledge a holiday! Shows to me just how special you are and how much fun reading your reviews are! These last few chapters were intense and I'm really glad you liked them! And some of the scenes gave me a chance to play around with certain dynamics like Rogue/Remy, which I know you enjoy! Those two will have their time, trust me! I think Rogue playing nurse with him says it all! And the Magneto scene was definitely one of great intensity. They guy thinks his daughter's dead and he comes back to her grave only to find it empty…Now that's GOT to mess with your head! There's still a lot of confusion to go around, but answers are coming thanks to Fury! After that, however, well you'll just have to keep reading and see! As always, I thoroughly enjoyed your stellar review! It's a always a great pleasure and thank you SO much for all your kind feedback! You rock my friend! Peace out!

Also, a special thanks to: **Quillian, Jacx, X00001, Wen1, Mark C, and Gothik Strawberry.**

Don't forget, reviews are my creative fuel! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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A large black helicopter had descended upon the Xavier Institute for Gifted Youngsters just as the sun was setting over the horizon. It bore absolutely no markings or traces of any such allegiance and had only two occupants…But there was only one that knew anything of true importance concerning this very discrete excursion.

In the passenger seat was Colonel Nick Fury…The head of SHIELD…And he was breaking a lot of rules by doing this. He was supposed to be back at a meeting in Washington DC with many very important people discussing a very important issue…But with the bitter stalemate that had formed from the beginning, he doubted anybody would notice his absence. Besides…This was something he had to do…Not as a man of duty, but as a man of honor.

"Never thought I'd end up coming here of all places…" said Nick Fury as he put out a cigar and took in the sight of the Xavier Institute.

The pilot of the aircraft stayed silent, for he was also breaking many rules by doing this. However, he was a man that Nick Fury trusted on a very personal level and he knew he would keep his mouth shut about this little visit, for what he was about to do was definitely going to be off the record.

"Do you want me to fly and land in another clearing sir?" asked the pilot as Fury undid the restraints and prepared to make his exit.

"No…Stay here," he ordered simply, "This shouldn't take long. It all depends on how happy an old friend of mine is to see me."

Without saying another word, the pilot nodded in affirmation as he watched the legendary cold warrior exit the aircraft.

The sound of the helicopter had sparked the attention of everybody on the upper levels and a few, namely the regulars, gathered at the front door along with Logan and Ororo to see who their mysterious visitor was.

"Logan, what's going on?" asked Warren as he, Betsy, Kurt, Kitty, Rogue, Remy, and Beast stood on the front steps of the institute.

"We're finally gettin' some answers…" he told them bluntly as he approached Fury with Ororo following close behind.

Looking around, Fury saw some of the damage that had yet to be cleaned up from Shadow Cell's attack. It was precise, thorough, and very destructive…A shining example of the unit's capabilities and skill. It was for this reason why Fury had no doubts that the super secret team of mutants was behind this…And he had a gut feeling that neither the Colonel nor the General had condoned it.

"Looks like you guys had quite a party here, Logan…" said Fury as he lit another cigar.

"Cut the crap, eye patch…" said Logan, not sounding too pleased with his presence even though he was probably their best hope for answers at this point, "You know why I called."

"And you know why I'm here," he retorted as he exhaled a puff of smoke, "Sorry I couldn't send an invitation…But you of all people should know how it is."

That only caused Logan to let out another distasteful grunt, for he never liked having to revisit his shady history with SHIELD. And even though Nick Fury was still an ally in many ways to the X-men, that didn't do much alleviate some of the more personal history he had with Logan…Namely relating to the work he did for SHIELD in the past…Work that just happened to end on a rather sour note.

"Don't start with me, Fury," threatened Logan, not wanting yet another reminder of his history with SHIELD, "You know damn well that I…"

"Enough Logan…Do you want my help with this or not?" said Fury, cutting the feral mutant off in mid sentence.

"Of course we do…" said Ororo, not giving Logan a chance to retort, knowing full well that it wouldn't necessarily help, "Please…Come in. I'm sure Xavier will want to hear this."

"Can't say no to a pretty lady…" said Fury as he took another puff of his cigar before putting it out and following the former weather goddess into the institute.

His words definitely irked Logan, but he kept his mouth shut as he grudgingly followed close behind. As for the rest of the team, they could only watch with intrigue at the sudden appearance of an old friend of Logan's…If they could call it that. While they all knew of Nick Fury to some extent given that he had helped the X-men before during the sentinel incident when the Professor had gone missing, he was still a very rare topic of concern. Logan had explicitly told him that he was from a world of secrecy and to talk to much about him was just asking for trouble.

"Yeesh, what was that about?" asked Kitty as she and the others followed Logan, Ororo, and Fury down to the lower levels.

"Beats me, luv," answered Betsy, "But something tells me I'd rather not know."

"No argument here…" said Warren in agreement, "But if he can shed some light on the situation, that's just fine by me."

* * *

The team followed down into the lower levels where some of those that had been injured were still resting with a few now up and about. Professor Xavier had also remained on the lower levels, spending most of his time sifting through the mangled data of Cerebro and reprogramming it from scratch. However, despite his efforts, he had found no further clues to shed light on the ongoing mystery…But upon sensing the presence of Colonel Nick Fury, he hoped that would soon change.

"It's good to see you again Colonel Fury," said Xavier as he entered the main computer room adjacent to Cerebro.

"Likewise Professor…" said Fury as stepped into the elaborate, high tech room that harbored components SHIELD wouldn't mind having, "But before I say anything else, let's get one thing straight…I am not here at the moment. I am not in this room, I am not in this institute, and I never was. As far as the rest of you are concerned, you don't know me, you've never heard of me, and you don't know where the hell I am…Understood?"

Everybody was a bit taken by the seriousness in his voice. He was cold, blunt, and serious…For he knew he had to be given the situation he now found himself in and if these teenage misfits couldn't get that, then he would have no qualms about leaving them all to their own devices.

Fortunately, nobody argued with the old Cold War soldier and simply nodded silently in response, feeling somewhat intimidated by his harsh words. But in the world of super secret government operations, such actions were necessary even when doing something that was breaking so many rules.

"Yeah…We understand," answered Logan, who was more used to such words, "I know the drill."

"Good…Just make sure you remember that for future references," said Fury as he took out a small, unmarked data disk from the pocket of his trench coat, "Because what I'm about to tell you is strictly classified…But since you all are now involved in this, you might as well know what you're dealing with."

Almost immediately, the computer read the flash drive and brought up a vast array of data files. Many of these files had only been seen by the most privileged of eyes and for good reason…For they were some of the only traces of data in the world that contained information on Project Shadow Cell. And as head of SHIELD, he was entitled to the data…But he had never truly used it up until now. And whatever was going on now with the shady organization, Fury knew he wouldn't be able to do anything about it given the influence it had…But hopefully, this is where the X-men could help.

"Merdè, what is all dis?" asked Remy as several large files loaded upon the screen.

"This…Is what attacked you," answered Fury cryptically, "And given the kind of force you were up against, you should all feel lucky because you're probably one of an elite handful who has looked them in the eye and lived to tell about it."

"But…Who exactly were they?" asked Professor Xavier, asking the question that he knew was now on everybody's mind, "Who attacked my institute?"

Nick Fury took a deep breath, for what he was about to say was going to be difficult to say the least and given that this was some of the most sensitive information in the world, a certain sense of anxiety pervaded as he began to tell the long, complicated tale that was Shadow Cell.

"It's a long story, Professor…" he began as he stood back and let some of the programs run, "But in the simplest of terms…To answer your question, your institute was attacked by an advanced military unit so secret that simply saying it's name out of context is a federal offense that can earn you a one way ticket to Leavenworth. Even I don't know any more than the bear minimums and I've got some of the best security clearances in the world. It's a unit that this government has used time and time again to save this planet from destruction and it's so shady, that only the highest levels of government even know of its existence. And they call it…Project Shadow Cell."

"Project Shadow Cell?" said the Professor as he looked at some of the data readouts, many of which had blacked out sections of text.

"Yes…And believe me, it's a fitting name," said Fury as he brought up a few grainy photos, "Shadow Cell is a unit unlike anything that's been attempted before or ever since. The impact they've had has reached to practically ever side of the planet. As far as I know, they're the reason why the United States hasn't been incinerated by nuclear bombs from China. They're the reason why the Red Mafia hasn't taken over the Russian government. They're the reason why the Kingpin hasn't seized control of the greater New York area. They're the reason why Latin American drug cartels haven't turned entire nations into terror states. They're the reason why rogue countries like Latveria and renegade rulers like Victor Von Doom don't have nuclear weapons. They're the reason why Iraq's weapons of mass destruction were destroyed before they were ever used. They're the reason why India and Pakistan haven't nuked each other back into the stone age. They're the reason why deadly biological weapons like enhanced smallpox, VX influenza, plague, and anthrax haven't wiped out the human race several times over. In short…They're the reason why were all still breathing."

It was quite a long list of accomplishments…One that seemed outright impossible in many ways. Yet Nick Fury spoke with a seriousness that left no room for exaggerations and he knew that this was just a prelude to something much more complex. And the only way the others could respond thus far was with one single word…

"Wow…"

"Yeah, I know…" said Fury as he took in some of the shocked expressions on their faces, "But believe me, this is just the tip of the iceberg."

Fury then went on to show a few pictures of Shadow Cell's handiwork. And just as his words had shocked him, the images only served to add an even greater sense of awe.

"Mien Gott…" gasped Kurt as he looked upon some of the pictures, many of which resembled smoking craters or war zones.

"Damn! What hit that place? The hand of God!" exclaimed Warren as he looked at images of vast fields of charred and mangled rubble…Some of which included mutilated bodies.

"No…Worse. At least with God you have a chance to pray for your soul…" made Fury as he switched to a few more images, "This is just a small hint of what Shadow Cell is capable of. What you're looking at are weapons facilities, training camps, terror cells, crime headquarters, and pretty much every other kind of place you'd expect to find unsavory characters. This is what Shadow Cell did to them…And this is how they operate."

It was an unsettling feeling that they had come so close to such a powerful force and were still breathing. And if the images they were looking at were any indication, they all should have been dead…Because whoever these Shadow Cell guys were, they seemed to have no real issues with killing.

"Shit…" grunted Logan, for even he found some of these images disturbing, "This is what your guys do in your spare time Fury!"

"No Logan…These aren't my agents…Not by a long shot," answered Nick Fury as he began bringing up a few data files, "These are soldiers…Plain and simple. They're soldiers of the most advanced fighting unit ever conceived."

"Soldiers…" said the Professor, growing all the more intrigued and disturbed for that matter, for this confirmed some of Logan's earlier suspicions, "Just how big is this force, Colonel?"

"Not as big as you think…" answered Fury as he bought up a few pictures, "There are only five of them…But that's all they need."

"Wait…Are you tellin' me that all the shit in those pictures was just caused by five soldiers!" exclaimed Rogue, finding that hard to believe.

"Yes…That's exactly what I'm telling you," said Fury bluntly.

"But…How?" asked the Professor, finding it fascinating how so much impact could be dealt in such secrecy by just five soldiers, "How could five soldiers accomplish all this?"

"That, Professor…Is where the story begins," said Fury as he began running the next program on the console so that everybody could see the true details concerning this most secret of organizations, "Believe it or not, Project Shadow Cell has been an extensive ongoing project for nearly a decade. And it was all put together by this man…Dr. Nathanial Essex."

An image of the every mysterious doctor then blared across the oversized screen. On the surface, there didn't seem to be anything too special about him…But to anybody who looked a bit harder, it was clear that there was something very sinister about this man.

"Nathanial Essex?" said Professor Xavier in a surprised tone, as if he recognized that name.

"You mean THE Nathanial Essex?" said Beast, almost sounding a bit excited.

"Believe me…There's only one," affirmed Fury.

"Why? Do you know him Professor?" inquired Betsy.

"No…Not exactly," said the Professor as he looked back into the ominous eyes of the dark man in the image, "But I know of him. Back in college, I followed his work very closely and was an avid fan of his accomplishments."

"Yes, and so was I," said Hank, sounding just as intrigued, "I read every single paper he's ever published on biology, genetics, and human anatomy."

"So he's a scientist…" concluded Logan, speaking with a bit of distaste in his tone, for he had met too many bad scientists for one lifetime because of his experience with Weapon X.

"Indeed…" said Professor Xavier, "And one of the most brilliant I've ever come across."

"And you'd be hard pressed to find anybody to argue that," added Fury, "This guy is smart…No doubt about it. He's probably the only one out there who can make Reed Richards scratch his head in confusion."

"Yes, but what happened to him?" asked Hank, feeling as though Fury was giving them more questions than answers, "After following his work, he seemed to just disappear off the face of the Earth."

"That's actually pretty accurate when you get right down to it, Hank," said Fury as he brought up few files that contained some of the more detailed information on the enigmatic doctor, "In a sense…He did disappear…But not in the way you might suspect."

Then, images of Dr. Essex and his work began blaring across the screen, all of which had to do with biology and genetics of sorts. And even to the Professor and Hank, who were familiar with such things, it seemed pretty advanced.

"Dr. Essex is the foremost leading authority on genetic and mutation," explained Fury as images of DNA and advanced readouts blared across the screen, "He's pretty much the go-to guy for everything having to do with mutants and has been for decades."

"Decades?" said Kitty in confused tone, "I thought the government didn't know about mutants until that whole sentinel junk."

Nick Fury just laughed somewhat at the young girl's naivety, for neither she nor any of her friends for that matter had the slightest idea of just how complicated the world was. Even as mutants, they were still a part of the mindless masses who lived in a cloak of lies each and every day of their existence. It was almost funny for him to actually be around the people who live through such lies, but that only made the overall tone of what he was talking about seem all the more serious.

"Believe me kiddies…There isn't much the government doesn't know," said Fury in a serious tone, "You all could have been closely monitored and tracked since the cradle and you'd never even know about it. The government is a lot more powerful than you think. The textbooks you probably read in school are mainly just filler for how things really operate…And this case is certainly no exception."

The words of the former cold warrior didn't sit too well with the group of young mutants, who up until now felt as though they had a pretty firm grasp on their world. Yet they found no reason not to believe him, for he seemed to know so much more than they ever could have imagined. They had hoped he would give them answers…But so far, all they had was more questions.

"At one point, Dr. Essex was a man of legitimate science…" he continued as he brought up a few more pictures of the man in his earlier days, "In fact, he's the main pioneer of modern day biotechnology. But even in his more innocent days…The man had one true passion that ranked above all others…Mutants."

Then, the pictures began to get a little more interesting to the curious onlookers as they saw what looked to be grainy photos of elaborate laboratories, many of which looked advanced even in comparison to those at the institute. This was where Fury knew it got a little disturbing, but if they wanted to know the answers…They were going to have to stomach it.

"Because of his expertise, he was a clear candidate for a series of black programs that sought to study and utilize mutation. It's because of his work, the United States has held the title as the most advanced country in terms of genetics and biotechnology. And naturally…His kind of work appealed to many military branches who sought to use mutants as weapons."

Hearing the words mutant and weapons in the same sentence didn't sit well for the X-men…But it was certainly a lot more troubling for Logan, who had actually been a part of such a program which had left many deep scars upon his already complicated life. The mere thought of more programs like Weapon X out there was something that made him sick to the very pit of his stomach because he knew all too well the sheer horrors of such an experience.

"You mean like Weapon X?" he grunted with raw venom in his tone as he said those words.

"In some regards…Yes. But Dr. Essex was never directly involved with that program. Instead, he immersed himself in a series of super secret research projects funded by a multitude of government and private organization…Each one of them working at the cutting edge of technology in multiple fields. But he made progress in a way nobody else could. And because of that, he broke many significant boundaries…All of them culminating in an infamous program known as the Prodigy Project."

Then, Fury brought up another collection of photos, but as soon as the images flashed upon the screen, many of the unfortunate onlookers gagged at what they saw and were forced to turn away.

"Oh man! How many more pictures like this do you have!" exclaimed Warren, wishing now that he had skipped dinner along with the rest of his friends.

"Thankfully, this is one of only a few…" he said as he went through some of the grizzly photos that depicted truly horrific images of young children undergoing gruesome and disturbing tests, "The Prodigy Project was one of Dr. Essex's downfalls in many ways because he did things that would make any rational thinking person vomit."

"Ugh…No kidding," said Kitty, who found herself looking away along with Kurt, unable to take in such horrifying images.

"It was a very illegal, very dirty project…" said Fury, who even after all these years still found these images disturbing, "It took young mutant children, abducted them from their homes, and stuck them in a cage like lab rats to undergo the kind of experimentation that would make Amnesty International shit their pants. But that never seemed to bother Dr. Essex in the slightest."

"But these are children…" said Ororo as she covered her mouth in horror at some of the pictures, "What kind of monster would do such a thing?"

"The kind of monster willing to do anything for the sake of progress and knowledge," answered Fury grimly, "And Dr. Nathanial Essex definitely fits the bill."

"And THIS is the guy behind those soldiers!" exclaimed Logan, feeling all the more disturbed to where this was leading.

"Yeah, I know…" he said, understanding full well since the thought alone even made him sick, "Unfortunately, Prodigy wasn't enough for Dr. Essex. Even though every last child involved in that program died as a result of those heinous experiments…It was still just a prelude to much bigger ambitions."

Another program ran and several key documents came up displaying a rather long list of names. And while they were loading, Colonel Nick Fury brought up a couple of images of what looked like an ominous darkened facility littered with oddly dressed, yet ominous looking troops wielding weapons that looked like something right out of a science fiction.

"The Prodigy Project was eventually shut down after the last specimen died and reports of the kind of horrors that went on there were revealed, citing it as an overall failure…But in the eyes of Dr. Essex, the project was a resounding success because it gave him everything he needed to begin Project Shadow Cell. I worked to help shut him down, but I seriously underestimated him. Because while his reputation throughout the black program community suffered as a result of Prodigy, that didn't slow him down in the slightest in taking it to the next level."

"But how could anybody allow a man like that continue working after a project like Prodigy?" asked Xavier, finding a man devoid of such morals to be quite alarming if he was behind this attack on his institute.

"That's where I concede to the man's resourcefulness," said Fury, speaking with a bit of distaste at the mention of how he did nothing to prevent a man like this from continuing his work, "You see…As Logan here already knows, I have my share of enemies within the government."

"Yeah, there's the understatement of the century for ya…" commented Logan, which Fury chose to ignore.

"And while Dr. Essex didn't exactly have a lot of support after Prodigy…" he went on, "That didn't mean he was completely devoid of allies who were willing to look the other way and had nothing to lose."

Then, a series of blacked out, unofficial documents appeared upon the screen along with images of the many scientific and military teams behind Shadow Cell. Many of these files were one of a kind with few copies else ware, but they were all part of the complex enigma that was Project Shadow Cell.

"It was a little over eight years ago when he began pooling together all his resources for what would become is most ambitious project ever," said Fury as he showed them more shots of the vast facility, "He gathered together a huge team of military officers, scientists, and doctors…Most of whom didn't exactly have the cleanest of records and were stuck in a state of career stagnation because of numerous reprimands…Many of which SHIELD was behind. They all had plenty of reason to work with him and the kind of things that would result from a project like this were just too great for anybody to resist. And since many of those people who followed him were among the best in their fields…Shadow Cell had all the resources it needed to become a force all it's own."

Then, Nick Fury brought up images of what looked like only rough sketches of the bio-mutagenic accelerator. He would have preferred pictures of the thing, but the device was kept under such great secrecy that even SHIELD didn't know the full story…But they knew enough to understand that it was a big part of what made Shadow Cell what it was.

"My word…What on Earth is that?" asked Hank, his scientific mind quickly becoming drawn by the somewhat messy sketch of what looked like a very advanced device.

"That would be the centerpiece of Shadow Cell and Dr. Essex's most prized accomplishment. Sorry that it's just a sketch, but this thing is so secret that photographing it is punishable by death. We know it only as the bio-mutagenic accelerator. Details on it are sketchy at best…But from what we've been able to gather, it's what all the data the Prodigy Project yielded come together."

"But what exactly does this device do?" asked the Professor, wondering along with the others just why such a device was so secret.

"That, we can only speculate…But near as we can tell, it's some sort of mutant enhancement machine."

"Mutant enhancement?" said Warren, growing all the more curious, "What kind of enhancement are you talking about?"

"Like I said, we aren't really sure," said Fury, not knowing much about biology or science, but knowing enough to understand the importance of such a machine, "But from what we've been able to ascertain…It's some sort of accelerator as the name implies. It's said to advance any mutant on all levels. From physical and mental functions, all the way to mutant powers, this thing is practically a supermutant making machine. And each of the five soldiers of Shadow Cell went through it…"

The thought of such a machine didn't sit well with the X-men as they looked back at the sketch that seemed like something truly out of this world. And the thought of those five soldiers who had stormed the institute with such great force having that kind of prowess only made them feel even more uneasy, for it only served to remind them of what they were up against.

"Well dat sure does explain why those five were so dang strong," made Remy.

"But that's not the only reason, unfortunately…" said Fury as he brought up a new round of pictures, "What Shadow Cell did went way beyond merely enhancing mutants. They weren't out to create weapons…They weren't out to uncover new data…They were out to create soldiers. And they had all the best resources in the world to do so."

Then, a few pictures of what looked to be very advanced training facilities came up upon the screen. Many of them seemed strangely reminiscent of the danger room, if not more advanced. Only in these pictures…The danger looked even more so given the size and scale of the machines.

"Vow…Looks like these guys vatch a lot of Star Trek," commented Kurt.

"You'd be surprised at just how much of that technology is real…" added Fury as he filtered through a few more grainy photos, "And this is what helped turn five mutant kids into the most deadly soldiers ever conceived. At young ages, five carefully selected mutants that Dr. Essex hand picked himself were recruited by the organization, put through his machine, and trained to their maximum potential in these facilities."

"You mean to say that they abducted children for this?" said Ororo, once again horrified that any government would sanction such things.

"Actually…These kids joined voluntarily, believe it or not," made Fury, once again surprising the team of mutants as he went on, "From what little we know, their lives weren't exactly very pleasant to begin with…So when Dr. Essex came to them with an offer, they took it and followed the project willingly and dutifully as any other soldier."

"But they were just kids for Christ's sake!" yelled Logan, still finding it barbaric that something like this was done and nobody did anything to stop it.

"Kids or not…They still delivered," made Fury as he cycled through displays of the rigorous training areas that made Shadow Cell the powerful unit it was today, "They all underwent the most rigorous training ever conceived. The Army, Marines, Navy Seals, Delta Ops, Special Ops, Psy Ops, CIA, and even a few former officials from SHIELD trained them in every conceivable facet of war in combat. They all speak six languages, they've operated every firearm conceived by man, and they know pretty much anything and everything about the art of war. They're probably the best trained soldiers in the history of mankind and you'd be hard pressed to find anybody with greater skill from all factions and fields."

"Good lord…" gasped Warren, "So they really went through all that!"

"Every hour of every day, kid. They went through more boot camp then me and half the soldiers at SHIELD went through in a five year period. But I'm afraid there's more…"

"What? How in the bloody hell could there be more!" exclaimed Betsy.

This was the part that Fury always got a little irked over because it involved a name he hoped he'd never have to hear again. But none the less, it was a vital part of what mad Shadow Cell what it was…And it was one of many things that unnerved him about the organization.

"As much training as they went through with every branch of the military…There was one part of training that truly set them apart from all others," he said as he brought up the photo he hated the most, "In order to become truly valiant soldiers both on and off the battlefield, Dr. Essex saw it fit to give the five of them a mentor to help teach them how to fight, think, and function as soldiers on all levels. And the mentor he chose for them was probably the best and worst you could imagine…"

Then, a grainy image of a tall, strong, imposing blonde haired woman wearing all black and wielding an appearance of raw intimidation filled the screen, quickly captivating the already weary X-men.

"Dang, who in the hell is that?" said Rogue, feeling a bit creeped out by the woman's appearance.

"That…Would be their teacher, mentor, and instructor. She goes only by the name, Magnum…" answered Fury, his tone quickly shifting to one of revulsion as he said that name.

"Magnum?" said Logan as he took in the appearance of the imposing woman that probably could have given Mystique a run for her money in terms of overall dangerousness, "Sounds like ya know her."

"Believe me Logan…Practically everybody in the law enforcement community knows her. She's been on the European, Russian, Far Eastern, and American most wanted list for over two decades. She's one of the top ten most dangerous mercenaries in the world and her bloody past is enough to make even serial killers puke."

"Wow…" said Kitty, feeling a slight shiver go up and down her spine as she looked at the woman in the picture, "Is she really, like, that dangerous?"

"More so than you can ever imagine, kid. She's pure Russian mob royalty…Trained and taught by ex Soviet KGB and Special Forces. She knows pretty much anything and everything there is to know about war ranging from explosives, to firearms, to interrogation. She always carries with her a laser sharpened hunting knife and three guns…One of which is a 44 caliber magnum said to be the most powerful hand gun ever created. She forged it herself with adamantium parts and wields it with more skill than anybody on the face of the planet. This is what she did with it against a dozen of my best men…"

Then, Fury brought up a picture of twelve bloodied bodies, each of which had a single, mortal wound from a 44 caliber slug that Magnum had expertly shot into each of them with laser-like precision. And once again, some of the X-men were forced to look away from the graphic photos.

"Okay…It's official," said Rogue with a gag, "Ah'm skippin' dinner for the next three days!"

"And this just a fraction of what she's done," continued Fury, who's mood didn't seem to get any better the more he talked about Magnum, "She's killed entire platoons of soldiers and agents…Assassinated countless political and influential figures…And mowed down anybody who's ever dared to stand in her way. She has never failed in any task she's been given. She's one of the best…And she's the one who trained the five soldiers of Shadow Cell."

"So THAT'S where they learned to fight like that?" said Betsy, the stiffness in her neck from where the Scarlet Witch had hit her once again returning with a vengeance.

"Indeed…" he told them as he brought up more photos of Magnum and her cold, intimidating appearance, "She's the master and founder of a brand of fighting called CQC…Or close quarters combat. It's pretty much every single fighting style ever created integrated into one style…And she's only taught it to them. That along with her extensive knowledge of firearms, explosives, and battlefield tactics…She's pretty much groomed Shadow Cell to perfection."

Even though they only knew this mysterious woman by her picture…She still managed to send chills throughout the X-men as they took in her role in this whole ordeal. For those who had been unfortunate enough to bear the blunt in of Shadow Cell's fighting skill, they now knew why they had been trampled over with such ease. But the fact that they were still breathing now seemed all the more incredible given what they learned so far about these mysterious attackers. But still, there were plenty of questions that still remained and Colonel Nick Fury wasn't done yet.

"But…If these soldiers are so powerful like you say they are…" said Logan as he thought a bit about what he had told them so far, "Just how in the hell do you keep these guys under control? Do ya mind wipe em or something?"

"No Logan…Like I said, this isn't Weapon X we're dealing with," reminded Fury, "None of the five soldiers have had any sort of mind control implemented on them of any kind. They do what they do voluntarily. They're soldiers…Not weapons."

"But voluntary or not, how do they manage to keep such a strong lid on them?" asked Professor Xavier, whose instincts told him there had to be something more.

"That, Professor…Is done by this man," said Fury as he brought up the image of another unsavory character he had a great level of distaste for, "If you ever come across this guy…Take my advice, turn around and get as far away from him as possible."

"That nice, huh?" said Logan, smirking somewhat at Fury's annoyance with this man.

"Trust me Logan…Even by government standards…He is not a nice guy," said Fury as he brought up a few more pictures from this man's military record, "He's an obscure Colonel who snaked his way up the ranks of the military through paranoia, blackmail, and deceit. He's a shrewd, cut-throat military man who trusts nobody and isn't ashamed to admit it. And he's the man responsible for keeping Shadow Cell secured."

"Doesn't sound like he's got too many friends," commented Kitty.

"For this guy…He doesn't need any. His shrewd, ruthless tactics are all he needs. He used to head elite special forces units into high risk military areas, but he had a nasty habit of attacking innocent civilians and disobeying orders from higher ups because he was just too damn paranoid. And in the end, that's what brought him so many harsh reprimands and that's how he ended up with Shadow Cell. I've tried numerous times to get this guy court marshaled, but he's always managed to weasel his way out of it."

"Doesn't exactly fit the bill of a guy responsible for the security of something like Shadow Cell," said Logan, thinking that if this guy got Fury to hate him this much, then he must have been unsavory on a whole other level.

"That's because he has one quality that makes him perfect for the job…He absolutely hates mutants," said Fury.

"Oh great…Another guy with influence who hates mutants," muttered Rogue, rolling her eyes somewhat at the thought.

"It gets better…" said Fury as he brought up pictures of him and the GURSO unit, "Even before he became a part of Shadow Cell, he was a vocal proponent of what he called a 'containment' policy for mutants. He used his influence to form a unit called GURSO…A very high tech unit of soldiers whose sole function is to eradicate mutants of any kind."

"An entire military unit trained only to kill mutants?" said the Professor in a horrified tone, "How can you allow something like this to exist, Fury?"

"Believe me, Professor…" said Colonel Fury with a hint of remorse, "I've tried to stop this guy before…But now that his GURSO unit has grown so much and is now the head security force containing Shadow Cell, he's practically untouchable."

"Merde…Remy almost feels sorry for those five if dat's what dey have to put up with all de time," commented Gambit.

"Well luckily…The Colonel isn't without a watchdog," said Fury as his tone finally lightened up a bit, "Because if he was the head of the organization…Then the five mutant soldiers of Shadow Cell would have been blown away long ago."

Then, Fury once again accessed a new data file, this time bringing up information on the General.

"Because Shadow Cell is such a big organization with so much influence…It needs a big mind to help govern it all from the top down," continued Fury as he brought up some of the General's records, "The man who manages this beast in pretty much every other aspect is an influential General with unparalleled management and political skills."

"Hey, this guy looks kind of familiar," said Warren as he looked at one of the General's pictures.

"And he should," said Fury as he showed a few old public photos of him on the monitor, "The man was once on the fast track to becoming a premier military commander until a single mistake during the Gulf War where he chose to follow faulty intelligence and attacked an unarmed town in Iraq that he thought harbored weapons of mass destruction brought his burgeoning career to a screeching halt. He was a good general…But one mistake was all it took. I was on the board that reprimanded him…And to this day, it's a decision I regret. Because after that, he tried to work his way back up…And when Project Shadow Cell came along, he jumped at the chance. Since then, he's garnered an influence in Washington that you'd be hard pressed to match."

"Well he certainly doesn't sound as bad as the Colonel," said Hank as he looked over some of the General's valorous contributions to the military.

"He isn't, but he's not the problem. In fact, Shadow Cell has been kept clean by this man since it's inception and because of him, many political and military disasters have been avoided because of how he's managed the project. He's one of the few decent, valorous, honorable men with such a rank…But it's those naïve attributes that make him a liability when it comes to a project like this. Because when dealing with men like Nathanial Essex and Colonel…There are plenty of unknowns."

The X-men were finally beginning to get a clear perspective of what they were up against now that they knew some of the main details concerning Project Shadow Cell. And already, it was quite disturbing. They didn't know what was more unsavory…This Dr. Nathanial Essex who seemed to like using little children in his experiments or this blood thirsty Colonel who commanded an entire unit whose sole purpose was to annihilate mutants.

But still…There was one brimming question that Nick Fury had yet to address…One question that had been plaguing the X-men since they got their butts handed to them on a silver platter during the fight.

"These soldiers…" said the Professor as he took in how this whole organization was set up, "Who exactly are these soldiers that attacked us? And why would these men order such an attack on my institute?"

"That, Professor, is where the information gets a lot more sensitive," made Fury as he brought up a single file, which was probably the only hint or trace of the five mutant soldiers on the face of the plant, "These five are as shadowy as their name implies. At one point, they had lives…But they have since been completely and utterly erased to the point where they their existence is confined to obscurity. But their power is unprecedented and they've shown us time and time again just how powerful they are."

Then, Fury began to bring up small parts of the file that went into what few individual details that were recorded about the five mutants.

"On the field…They are led by this young man," he went on as he brought up a very grainy photo of Cyclops, "He is known only as Cyclops. And he's a force of raw firepower. His powers revolve around tapping radiant energy from space and metabolizing it into a photo concussive burst that can rip through steel like butter. That same energy also allows him to gain sudden bursts of strength and stamina that could stop a freight train. On the field, he can fly any plane, work any vehicle, and he has leadership abilities that are unparalleled and the firepower he wields is devastating to all those who face it…"

"I won't argue that…" muttered Ororo, still a bit sore after bearing the blunt end of Cyclops's optic blasts during the fight.

"In terms of the mind…Shadow Cell holds the title of having one of the most powerful psychics in the world on it's side," continued Nick Fury as he went to the next obscure photo, "She is called Phoenix…And she's probably the only one on the planet who could probably match Xavier in a mind to mind battle…But unfortunately, she wields more than just telepathy. She's also bears some of the most powerful telekinetic powers ever recorded. And to really turn the heat up…She's also capable of immense pyrokinetic powers as well. She's a highly skilled psychic who's not afraid to tear apart an enemy with her mind and also doubles as Shadow Cell's chief interrogator. And as far as we know, there's nobody she hasn't been able to break."

"Hmm…Looks like ya got competition, Chuck," commented Logan.

However, Logan's comment didn't seem to resonate with Xavier as he remembered that fateful psychic showdown with the powerful redheaded psychic. Telepathically…He was stronger. Yet in terms of resourcefulness, this woman overpowered him. She was not afraid to use her powers in any way, shape, or form to overcome an obstacle and such a thought didn't sit well with the Professor.

On the other hand, however, if this woman was psychic, then maybe there was a way to get through to her if they ever faced again. Through telepathy, perhaps it was possible to reach out to her and her comrades in hopes that should they encounter each other again, they wouldn't have a repeat of the fight that had caused so much damage. But given that he had never dealt with soldiers of this nature before, he wasn't sure of that was even a possibility. Nevertheless, it was still an option that opened up a few possibilities…It was just unclear of he would get a chance to use them.

And while the Professor considered some of these new options, Nick Fury continued to filter through the small data file, moving onto a name that a few of those present had a couple of wounds to show for.

"As for the overall muscle of the unit…" said Fury as he brought up Mayhem's picture, "The young man who often goes into the thick of the action during a battle is this walking powerhouse of invulnerability and strength…Who goes by the appropriate name, Mayhem."

"Ugh, Remy remembers dat guy," said Gambit, feeling the wound on his leg throb a bit at the sight of the picture.

"Yeah, he has a knack for leaving his mark. He's got super strength, invulnerability, and can even manipulate certain kinds of energy into deadly concentrated bursts. And in addition to his muscles, he's also got a powerful mind to boot. He's armed with a photographic memory that allows him to learn and ascertain information at a rate Einstein would dream of, which makes him Shadow Cells chief info gatherer and compiler. He also has the ability to fly and move at super speeds, making him pretty much a one man army when it comes to a battle."

"Yeah, I can believe that…" commented Betsy, who also had the misfortune of going up against him, "I guess we should just feel lucky he left our bones intact."

"You have no idea…" said Fury as he moved onto the next picture, "Shattering bones, and pretty much anything else for that matter, is the job of this young woman right here…Known only as the Scarlet Witch."

"The Scarlet Witch?" said Rogue, almost scoffing somewhat at that name, "What kind of a codename is that?"

"The kind that embodies raw destruction," answered Fury cryptically.

"You just had to ask, didn't you Rogue?" muttered Betsy, earning her a distasteful glare from the southern born mutant.

"Make no mistake about it…The Scarlet Witch is a force to be reckoned with," said Fury in a dead serious tone, "Her powers involve the manipulation and mastery of probability. In laymen's terms, that means she can change the chances of an entire building collapsing from a fraction of a percent to one hundred percent. Her power goes down to the molecular level and gives her an almost omnipresent mastery of her environment. She's Shadow Cell's chief authority on demolition and also holds a great deal of knowledge in the realm of explosives. She's even rumored to be able to take apart a nuclear bomb blindfolded."

"Yeah…That's comforting," said Warren, not knowing how much more there was that could possibly shock them even more given what they had learned so far.

"And there's still one more left…And trust me, this one is a bit more complicated."

Those words seemed to spark Logan's interest as he listened with great attentiveness on what Fury had to say next, for he had a feeling that he had saved the most shocking for last.

"Last but not least is Shadow Cell's ultimate assassin," said Fury as he brought up a blurred photo, which was the only one out there of this young mutant that Fury knew all too well, "She's a very special case even by Shadow Cell standards. She doesn't even have a name per se…Only a designation…X23."

"X23…" said Logan as he looked intently upon the obscured photo of the young girl he had fought earlier, which still hung so strongly in his mind, "Fury…Who, or what, exactly his she? Why is she only a number?"

"Because Logan…" began Fury, knowing Logan was probably not going to like this one bit, "She wasn't…Born, in a sense. She was created…"

"Created?" said Xavier, also growing a bit more intrigued even as Logan's expression turned to one of increasing disgust, "What do you mean created?"

Once again, Fury found himself hesitating a bit as he looked over towards Logan's penetrating gaze, but he knew that he deserved to know the truth about what was done without his knowledge or consent…He owed him that much.

"Before Shadow Cell came along…There was another project by a shady group called Hydra that wanted to create a soldier that was more weapon than human," explained Fury.

"Sounds like Weapon X…" he grunted.

"Actually…It is Weapon X in many ways," said Fury.

"WHAT!" growled Logan, for the last thing he wanted to hear was that Weapon X…A program that he hated with every fiber of his being…Was still out there.

"Logan, please calm down…" said Ororo, placing a hand upon his shoulder in an effort to keep him from lashing out at Fury.

"No! I won't calm down!" bellowed Logan as he now stood a mere couple of inches from Nick Fury's face, "Just what the hell did you and your cronies do, Fury?"

Fury took a deep breath, for he knew this wasn't going to be easy for the feral mutant to accept.

"The higher ups wanted to create a weapon that had the same potential and utility as the one Dr. Cornelius envisioned with the original program. Only this time…They hoped to learn from previous mistakes. Hydra, a shady black projects organization, thought they could do it. They used your DNA to create near genetic replicates with the same attributes and qualities of the original specimen and sought to build a living weapon from the ground up."

"Genetic replicates!" grunted Logan, growing all the more furious, "You mean…You cloned me!"

"In a sense…Yes," answered Fury, knowing the raging Wolverine standing before him now probably wanted to use him as a pin cushion, "It was a long, difficult process…And it took 22 failed attempts before Hydra finally got it right…Hence the name, X23."

"You son of a bitch!" yelled Logan as Ororo was once again forced to hold him back.

"Logan, please!" she urged him, knowing he was on the verge of decapitating Fury right then and there.

"It's okay…I don't blame you," said Fury in response, showing he now harbored a great deal of remorse for selling out someone who was supposed to be a friend, "And believe me…If I'd have known what was going to happen, I would have put a stop to it."

"So I take it things didn't pan out as well as was expected…" concluded Beast.

"You could say that. Like the original Weapon X…X23 was trained to be less human and more machine…Lacking emotions, feelings, or any sense of self. But over the years, this process didn't exactly work out. The specimen had uncontrollable fits of rage and was almost impossible to manage at times. Hydra scrambled to fix these problems, but they might as well have been using scotch tape because they just kept failing. And over time…This began to take a toll on the organization as more and more unsavory characters took over and tried to fix her…Only to make things worse for the girl in the long run."

It was a sad story…One that Nick Fury was forced to live with for many years since this had all happened right under his nose and he could have stopped it so many times…Only he just had to believe that they could pull it off…He just had to believe that he was making the right decision for the good of the country.

"So…Like, what happened to her?" asked Kitty, who couldn't imagine anybody going through something like that.

"Hydra kept trying to fix her in every way they could think of…" he continued as he got to the more difficult parts of X23's story, "She underwent treatment that even Dr. Cornelius would have found unacceptable. They tried to take away everything so that there would be nothing left but a shell of flesh…But it didn't work."

"Poor child…" gasped Ororo, wondering how anybody could do something like that to another human being.

"And it probably would have continued…But that's when Shadow Cell came along. At first it was just an upstart competitor…But the progress it made was so staggering that Hydra scrambled to match it. But no matter what they tried, Shadow Cell managed to beat them in every level in terms of progress, utility, and budget. And in the end…Hydra crumbled under the pressure."

"So then how did the girl end up with Shadow Cell?" asked Warren.

"That…Like the rest of the story…Is a little complicated," said Fury as his tone suddenly became more exasperated, "When Hydra began crumbling…The higher ups in Washington believed that rather than face termination, they'd go rogue and sell their research to the highest bidder abroad. Naturally, we couldn't allow that…So SHIELD had to take them down…Specimen and all."

"And let me guess…THAT didn't go as planned either," said Logan in a condescending tone, knowing from the sound in Fury's voice that it probably wasn't his proudest moment.

"For the most part…No. But in the end…We did succeed at the primary objective and neutralized Hydra. However, I found out many years later that Shadow Cell had cut a deal with the higher ups and agreed to extract X23 and use her as a recruit. They kept me out of the loop because they just wanted me to do the dirty work. I was just a pawn…A pawn who did exactly as he was told and kept in the dark. It's probably the most humiliating moment of my career…They practically walked right over me until they had a chance to show everybody just how ineffectually SHIELD was in certain instances…Naturally bolstering Shadow Cell's rep. And when they told me about what happened, they pretty much solidified their status and I've been powerless to stop them ever since."

"So they took the girl right out from under your nose…" summarized Logan, "They used you so they could bolster their status…"

"Yes…And it worked," said Fury grudgingly as he showed another grainy image of X23 in her Shadow Cell uniform, "After that, Shadow Cell became the only show in town. The higher ups had everything they needed with the unit…And X23 was the final piece that made them whole. She has all of Logan's abilities…Enhanced senses, advanced agility, accelerated healing, and adamantium claws in her hands and feet. She's even got a few extras like enhanced strength nearly on par with Captain America. Her skeleton is still bone thought…But that's only served to help her stay nimble."

"Yeah…I found that out the hard way," grunted Logan, the fight between him and X23 still hanging strong in his mind.

"She's also Shadow Cell's most efficient assassin. Thanks to Magnum and her advanced senses, she's probably the best gun slinger and weapons operator there is. She carries three guns with her just like her mentor and wields them with the kind of skill you'd probably only see in movies. She's also one of the best snipers ever to wield a rifle…Meaning she can kill you when she wants, how she wants, near or far…No matter what. Hydra attempted to take away her humanity…But Shadow Cell gave one to her and she's embraced it in a way that makes her more dangerous than Weapon X ever could have managed with their tactics."

Such information didn't sit well with Logan…For this girl whom he had fought so hard against was now more than just someone who went through the same ordeal he did with Weapon X…This was his own flesh and blood. She was his clone…Born into a world of pain and torture the likes of which he thought he had destroyed long ago…Now someone else had endured it…Someone else had been through what he had experienced. His rage turned to concern as he looked at the grainy picture of the girl whom he now felt so closely linked to. They had turned this girl…This little girl who looked no older than 14…Into a cold blooded killer. And they had used his blood to do it…And that alone made his stomach churn in a way he had never felt before.

And with that final slide, Fury ended the program and took the flash drive out of the computer. Turning back towards the X-men, he knew he had given them more answers than they probably ever could have imagined…Yet that didn't seem to ease their concerns in the slightest. In some ways, it only made them feel more anxious about having gone up against a team of mutant soldiers. From what they heard, they were more than just a unit of mutants…They were a team of valiant fighters with unmatched skill and experience. They were on a whole different level than them in terms of function and ability…And they had clearly shown just how strong they were with their last fight.

Now, the X-men knew what they were up against. They knew who had broken into their institute and mopped the floor with them. It was clear to them that Project Shadow Cell…A team and organization none of them could have imagined in their wildest dreams…Was a force to be reckoned with. This is what they would have to contend with now…And the thought alone didn't sit well with any of them as they took a moment to let this whole revelation sink in.

"So there you have it…" said Nick Fury as he now stood before the bewildered team of mutants, "Now you know who attacked you…Now you know what Project Shadow Cell is. Just remember…You never heard this from me. You never even heard of me…Period."

"But…Why would you be willing to tell us such sensitive information, Colonel?" asked the Professor, thinking he definitely had to be breaking a few rules by doing this.

"Because…I still owe a few favors to some old friends," said Fury as he turned back towards Logan, who he knew now had even more reason to hate him, "And also…Given that Shadow Cell is untouchable to me and the rest of SHIELD, I think someone needs to be in the loop just in case something happens…"

"So I take it you don't trust Shadow Cell…" said Hank.

"No…It's not Shadow Cell I don't trust," said Fury as he turned to walk away, feeling he had been here too long, "It's people like the Colonel…And especially Dr. Nathanial Essex that I don't trust. I may not be able to do anything about them…But hopefully, now that you know what you know, you'll be able to stand against them should it be necessary."

Fury was just about to leave, but Xavier still had many question and stopped him before he was out of sight.

"Wait!" he said, causing the old Cold War soldier to look back one last time, "What about the attack? Why did they break into my institute to use Cerebro? What is it that they are after?"

Colonel Nick Fury just shook his head in response, feeling bad in a way that he couldn't give them the answers to the questions that mattered most to them…But it had to be this way. Shadow Cell was a powerful force and in the hands of some of the unsavory characters that ran it, there was no telling the kind of havoc it could unleash. But as a loyal soldier to the government…He was powerless to stop them. He only hoped that the X-men would be strong enough to overcome the odds when the time came.

"I'm sorry Professor Xavier…" he said as he once again turned away to make his leave, knowing he couldn't afford to stay here a moment longer, "I can't give you all the answers…But I can point you in the right direction. I came here because I believe that something very sinister is brewing within Shadow Cell. It could be with the Colonel…It could be Dr. Essex…I don't know. I can't tell you when or even if it's going to happen…But I believe that if something does happen to upset the balance…Your X-men may be the only force on the face of the planet strong enough to stand against Shadow Cell."

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AN: Well, now the X-men know the details of Project Shadow Cell! They know what they're up against and there's no telling where it could lead! There's still plenty of unanswered questions, but they'll all come in due time! I know this chapter was exceptionally long and was mainly of an informative nature, but it sort of needed to be in order to move the story along. And don't worry, the action is about to pick up as Shadow Cell's mission takes an unexpected turn and the X-men are forced to cope with what they have discovered! And don't forget about the Brotherhood! They still have a part to play as well! So what do you all think so far? Do you want to see more? Please tell me! Send me your comments via email or post them on the fanfiction website! Either way is fine as long as you REVIEW! Thanks a bunch for reading everybody and I wish you all the best!

HEY YOU! DON'T FORGET TO REVIEW!


	31. Arctic Assault

**Sinister Soldiers  
Chapter 31: Arctic Assault**

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Hoo boy, looks like the down time really cut into my reviews! Come on people, help make up for it! As always, here's a quick shout out to all reviewers before I begin!

**KaliAnn: **Yeah, Fury never was one to sugarcoat anything. Now the X-men have the full, unabated story about Shadow Cell. And from here, it's just a matter of how they choose to act. You'll see how this effects them soon enough! But for now, every side has a stake and it's only going to get more intense from here! Thanks as always for the review girl! You rock! Peace!  
**Agent-G: **Yeah, Fury's never been one to completely play by the rules when it comes to his line of work. It's kind of a given that he'd use his resources to get what information he could. And now that the X-men know what they're dealing with, they'll definitely have some insight to Shadow Cell next time they see them. They aren't so much psycho killers anymore…They're soldiers. And that's the most important thing about Shadow Cell to remember. And yeah, I know it feels odd that this is at chapter 30 already. It's all gone so fast, but there's still plenty more to come my friend! I hope you like it! Thanks as always for the review! Stay cool like you always do!  
**Jenskott: **Fury sure has a way of leaving an impact, eh? Well the information he's given the X-men is sure to come in handy now since SHIELD is pretty much powerless against Shadow Cell. What happens next is all on the X-men and the shadowy figures pulling the strings! Trust me, it's only going to heat up from here! Thanks a ton for your review and all your support my friend! I really appreciate it! Peace out!  
**Mark C: **Well who better to give the X-men the lowdown on the most secret unit in the history of America than good old Nick Fury? He's got some good insight and some strong suspicions, but only time will tell whether or not such suspicions are valid. There's still plenty of secrets to uncover, but you'll just have to wait and see where they lead! Thanks a ton for the insightful review my friend! Hope you like where this goes!  
**Aaron: **Yeah, Shadow Cell is a force like no other and the X-men know it. This is a unit that has been trained to fight and kill. Nothing stops them from overcoming their enemy…Nothing stops them from carrying out their mission. Xavier and his team have never faced something like this before. And rest assured, there are many major developments brewing! I hope you like where this goes and I thank you for your support thus far! Enjoy!

Also, a special thanks to: **Quillian, Howlerdrode, Jacx, X00001, Gothik Strawberry, and Wen1.**

Let's make up for lost time folks! REVIEW! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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Colonel Nick Fury didn't linger at the institute. He had to be back in Washington before anybody got suspicious, but if the debate was still deadlocked like he knew it probably was, then it wasn't of any concern to him. He had said what he needed to say and now it was all on Xavier. With the suspicious activity of the Colonel still hanging strong in the old cold warrior's mind, he knew something must be up with Shadow Cell. And whatever it is…It was now out of his hands. He only hoped that if push came to shove, the X-men would be able to triumph.

Once he was gone, the residents of the Xavier Institute for Gifted Youngsters took some time to digest what they had just learned. Nick Fury had just given them information so sensitive, that some of it was never meant to see the light of day under federal law. Yet now they knew what they were up against and now they were beginning to get an idea of just how big this was. Shadow Cell was still a mystery…But at least they were on the right track to untangling the vast web of lies.

Now that they knew the truth, the X-men were left to determine their next course of action. After seeing Fury out, Xavier called Logan, Ororo, and Hank to a meeting in his office to discuss any such ideas that could help their situation. Betsy and Warren were also present, given that they were the eldest students and should probably know the state of things as well. Remy, Rogue, Kurt, and Kitty were left to tell the others about the situation, but there remained plenty of unanswered questions to consider as the sheer magnitude of what was happening finally began to sink in.

"So now we know we were just attacked by one of the deadliest military units in the history of this country…" summarized Logan as they all stood around the Professor's desk, "We know they're mutants…We know they're extra deadly…And according to Fury we're the only ones capable of dealing with them."

"Yes, it seems like quite a quandary Professor," said Hank, thinking Logan pretty much summed it up, "I don't know if the X-men are equipped to handle something like this."

"Yeah, the fight we put up against them was kind of a dead giveaway," muttered Betsy.

"Be that as it may…" said Xavier, still trying to keep the spirits of his students in staff high, "We must uncover more. I think Fury was right when he said there was something about this that doesn't feel right."

"What makes you say that, Professor?" asked Ororo.

"Because the information he gave us was just too sensitive…" said the Professor as he rubbed his chin, pondering some of the things Fury had said, "I doubt he would have told us any of it if he didn't think there was something more to this than a mere attack. He said it himself…He doesn't trust Shadow Cell."

"More like he's afraid of the competition," quipped Logan, who still held many unfavorable views towards his old friend.

"But that alone cannot constitute revealing such detailed information to us," argued Xavier, trying to prove a point, "The fact remains, something is going on with Shadow Cell. Fury suspects it and I believe him."

"Well what do you think it could be?" asked Warren, "Why do you think a unit like Shadow Cell would attack the institute? And why would they want to for that matter?"

"Yes, it is a curious matter…" pondered Hank, "Perhaps it is not the five soldiers we should be thinking about…More so than who it was that ordered them in the first place."

"I agree, Hank," said the Professor, still considering the possibilities, "That Colonel of the GURSO unit hardly seemed like a savory character…Especially if he has such strong anti-mutant beliefs."

They all took a moment to think about that, but for some, that wasn't enough. They may not have known the Colonel and it was a very real possibility that he could come into play with this…But something about this whole thing didn't fit the profile. It seemed too coordinated and focused.

"It's possible…But I doubt it," said Logan, who knew how the shadowy word of black projects operated more than anybody, "If it was that Colonel…Somethin' tells me he probably wouldn't have sent mutants on an anti-mutant operation…If that's even what this whole thing is."

"But could he at the very least be pulling a few strings?" said Betsy, thinking a guy like that probably wouldn't be kept out of the loop.

"Perhaps…" said the Professor, willing to keep such a though in mind, but something told him that this had to be more, "But I feel that a more likely candidate would be Dr. Essex."

"Dr. Essex?" said Ororo as she recalled some of the details that Fury had given them, "Why do you think it was him?"

"Call it a…Gut feeling, Ororo," said the Professor, who still couldn't quite put his finger on the real reason why he felt this way, "I followed the career of Nathanial Essex all throughout college. I know the level of the man's brilliance. I know that the man is truly driven…And the details Fury showed us prove just how far he's willing to go."

"Yeah, don't remind me…" said Betsy, once again feeling her stomach churn as she remembered some of the grizzly photos of Dr. Essex's work.

"But isn't he merely the head scientist of the project?" argued Hank, "Wouldn't his power be limited to that of the commanding officers like that General he told us about?"

"Hank…" said Logan, his tone becoming noticeably grimmer, "You're a smart guy…But you don't know shit about how black projects operate. Oftentimes, it's the mastermind behind the science that pulls all the strings. Believe me…I know."

"All the more reason to suspect that Dr. Essex is the man behind the scenes…" concluded the Professor, "If anything else happens with Shadow Cell…Something tells me that he'll be the chief force behind it."

A heavy silence fell upon the room as they finally began to get a clear picture of what was going on here. What Fury had told them were simply details…The big picture, on the other hand, was something that they had to decipher even though many bits and pieces were still missing. And as certain they were that this Dr. Essex was the center of it all…There still left plenty of room for surprises given that they were still uncertain of what they were truly dealing with.

"So Dr. Essex is the key," summarized Warren, "Then what's our next move? Do we try to find this guy and get the answers out of him one way or another?"

"I wish it were that simple, Warren," said the Professor, who honestly wasn't sure what to do next with this ongoing mystery, "But I think it's safe to say that finding the head of one of the most secretive organizations on the face of the plant, who I might add has been unseen and unheard of for the past two decades, might not be the most feasible course of action at this point."

"But we have to do something!" argued Logan, "We can't just sit around and wait for this prick to make his next move!"

"But if we do not find out more on our adversaries, then I feel any action we take will just have a repeat of our last encounter," said Hank, speaking strictly from the standpoint of logic.

"I don't know, Mr. McCoy…" said Betsy, not liking the idea of just idly waiting by to get their butts kicked again, "I'd definitely like to put up more of a fight time if we have to face them."

"Agreed Psylocke…" said the Professor, "But for now, I believe our best course of action is to actively seek to avoid such fights against a Shadow Cell unless necessary. We simply don't know enough at this point to make any sort of judgment."

"Great…" scoffed Logan, never one to just keel over and accept defeat, "So where does that leave us?"

"Vulnerable," answered Warren, who didn't like the feeling any more than he did, "Not to mention entirely on our own. Fury said it himself…He's powerless against them."

"Then I suppose it is up to us to rise to the occasion," said Ororo, not sounding daunted even though their current predicament was so messed up.

"I agree, Ororo," said the Professor, also not willing to accept despair of any kind no matter what the situation, "If Shadow Cell is as dangerous as Fury says it is…Then we must be willing to go up against them if they pose a threat."

"Yeah, I'm sure that'll be a lopsided affair," muttered Betsy in a sarcastic tone.

"Which is why you and Warren will be stepping up danger room sessions for those who are able," said the Professor in response, "We must be more prepared next time so that we are not taken by surprise. Now that we all know just what they're capable of, we cannot afford to underestimate them again."

"Once bitten…Twice shy as the wise men say," said Hank, summarizing the plan in a way only he could.

"Right…We'll get right on it," affirmed Warren.

"And in the meantime, I will continue to work with Cerebro," said the Professor as he wheeled out from his desk, "I'm still rebuilding some of the component software, but it should be up and running soon enough."

"And I shall lend a hand, Charles," said Hank as he followed him out the door.

Everybody was now preparing to make their leave, but for Logan, too many things had been left unresolved and in response to this, he stopped the Professor to voice his concerns.

"Wait…Is that it?" said Logan, "We're just gonna sit around and wait for them to strike again?"

"Unfortunately, that's all we can do, Logan," said Xavier as he stopped for a moment to address his friend, "Until we find out more…All we can do is remain vigilant."

"Vigilant…More like sitting ducks if you ask me," grunted Logan in response.

"Yes, I understand your feelings, Logan…" said the Professor in all sincerity, "But there are still too many unknowns to carry out any sort of action be it retaliatory or otherwise. For now, we can only wait, hope, and search for more answers."

Logan didn't argue his point any further as the Professor wheeled off with Hank back down to the lower levels with Warren and Betsy following close behind. He stayed stuck in his daze as he let out a deep grunt of frustration concerning this whole Shadow Cell ordeal. It was bad enough somebody had broken into the institute and attacked the kids he had sworn to protect…But to respond only with inactivity and preparations for something that didn't even yet fully understand was just making things worse. He knew the nature of black programs…He knew the nature of black ops in general. It was clear they were up against a force unlike any other, and Logan's instincts were telling him that this was not the way to fight against them.

Add to that, there were still a multitude of other things about this whole mess that were plaguing Logan…Namely those having to do with the mysterious girl he had fought against in the attack, X23. After hearing what Nick Fury had said about her and how she came into being, he felt sick to his stomach. The thought of another Weapon X program out there was enough to invoke the bitter rage that lurked within him concerning the project that had taken so much away from him. But this girl…This young, teenage girl who had fought so hard against him and came so close to killing him…Had gone through exactly what he had…If not worse. Her scent hung so strongly in his mind…The penetrating look in her eyes was still so vivid to him. And the more he thought about this girl, the more he wanted to know…For he felt this strange connection to her…This connection that he could not fully explain, yet he couldn't deny its power.

Logan was so lost in his thoughts that he hadn't even realized that Ororo had stayed behind and was growing a bit worried. She remembered how he reacted to some of the revelations from Fury and she knew that certain things had impacted him more than others. While she knew Logan had many inner demons that he constantly fought with, she was never one to let a friend go about fighting such things on their own.

"Logan…" she said, trying to bring him out of his state, "Logan…Are you going to be okay?"

Logan, turning his head towards the woman once revered by her people as a goddess, merely let out a frustrated sigh as he finally managed to work his way out of his daze and return to a more level headspace.

"Yeah…Just give me a minute," he told her as he rubbed his head from all the stress that this whole ordeal had caused, "It's just been so damn frustrating, ya know?"

"Indeed I do…" said Ororo as she placed a comforting arm on his strong shoulder, which helped to relax him a bit, "I know you don't like to sit around and do nothing while there's a threat out there…And I don't blame you. But don't think that the Professor doesn't think about that. He's just as worried about the children as the rest of us."

"Yeah…I know. It's just that…This whole thing is such a mess. I mean…I thought I had enough secret government programs for one lifetime. Now we're facin' one that just may be the most dangerous out there."

"But that's not all…Is it?" said Ororo, knowing there had to be something more since she knew Logan batter than anybody else.

Logan actually chuckled a bit, for Ororo never ceased to amaze him with how she seemed to know when something else was bothering her. He had always hidden his emotions and concerns with a great level of tenacity, yet he just couldn't seem to hide them from Ororo. He didn't know if it was because she could simply read him better than most people or if he just wasn't able hide them as well around her for whatever reason that may be.

Either way, Ororo knew there was something else to his mood…And as always, she wanted to be there for him.

"It's complicated…" he stated, not wanting to just blurt it out.

"Is it the girl?" she inquired, remembering how that had evoked the strongest reaction from him out of every other revelation.

Logan let out another sigh at the mention of the young girl he knew only as X23. The fight against her played over in his head once more, yet it always ended in the same way…That one moment where she had the chance to kill him playing out the most vividly.

"Yeah…Guess I wasn't too subtle about that," he muttered, remembering back to how he nearly tore into Fury upon first learning of her.

"And I don't blame you…" said Ororo in a comforting tone, "I know Weapon X has always hung strongly with you…And now to have something like it come up again after all these years must be just…I honestly can't imagine."

"And believe me…You don't want to, Ro," he told her as he pushed the memories aside and focused entirely on Ororo, "But it ain't just the fact that somebody brought that God forsaken shit back…It's the fact that there's now a teenage girl out there with my blood in her veins. I fought her, Ro…I looked her in the eye…And what I saw…I'm never gonna forget. It was like lookin' at myself and…Something else entirely at the same time."

Logan's gaze once again drifted away, but Ororo tightened her hold on him and wrapped her arms around his neck from behind, lending what support she could. Even though Logan was never one to let anybody come into close contact with him, Ororo was one of the few people he trusted and one of the only people he found solstice in when the going got rough. He knew that over time, his feelings for her had changed and evolved…But he was never quite sure what they were growing or evolving into.

As much as he would have liked to consider such feelings, there were more pressing issues at hand that he had to think about. He felt a little better now, but it didn't change the situation that they now found themselves in. He wanted to know more…He wanted to uncover the real truth just as much as everybody else did…Only he had a stake in it much higher than everybody else. Because no matter what was going on now…The fact remained that there was now a piece of himself running around out there…And he was determined to find her.

"We'll find her, Logan…I don't know when or how, but we'll find her. I wish I could say I know how you feel…But I don't. All I do know is that the answers are out there…To you…And to this girl. It just goes back to what I said earlier about having faith…"

"Faith…" he repeated as he remembered what she had told him earlier when everything was in so much more chaos then it was now, "Yeah…I think I understand now. And I guess we're all gonna need it now more than ever…"

"Does that mean I should stop having enough faith for the both of us?" she asked, managing a slight smile to help lighten the mood, "Because it sounds to me you've found yours."

Logan actually smiled in response to that as he looked back into the beautiful blue eyes of the former weather goddess. Even though faith wouldn't answer any of his questions…It sure helped give him hope for a change that maybe things will work out better for a change…And that alone was all they needed in their seemingly endless fight for the truth.

"Darlin'…" he said to her as they both began making their way out of the office and back down the halls of the institute they called home, "The more faith the both of us have, the better…Because somethin' tells me we're gonna need it for whatever comes next."

* * *

In wake of the attacks, the Brotherhood Boarding house had been unusually quiet. For the next three days, the four boys took the time to recover from the rather traumatizing ordeal of coming face to face with a team of super powered soldiers and living to tell about it. Nothing was scared…Except for their ego. And morale was at a new low as word of Magneto's reaction to the news didn't do too much for their hopes.

Now, they were just waiting to see what was going to happen next with all this. Mystique had come back from her report with Magneto looking like one big bruise. And even with her healing, it was still quite noticeable and she was still a bit weak from it all. The Brotherhood boys couldn't do much other than bring her a ton of aspirin and a steady supply of ice. But even though morale was low, they still held onto the fragile hope that Magneto would find some answers and come up with a course of action that hopefully didn't involve a repeat of what happened before.

Among the worst of the Brotherhood members coping with the whole ordeal was Pietro, who was still struggling with the fact that his sister was back from the dead. The other boys noticed how he had been noticeably slower and quieter since he saw her, as if he was lost in his own train of thought…Which he often was. It was very unlike the witty, cocky, self absorbed speed demon they all knew, but given the circumstances, they could hardly blame him. He spent most of his time in his room, looking over what few pictures he had managed to salvage of his long lost sister. While it wasn't much, it was plenty for the speedster as he struggled to cope with this newfound reality.

"Hey…Is he still in there yo?" Todd asked Lance as he passed Pietro's door on his way to Mystique's room.

"Yeah…And chances are he's gonna stay there for a while," answered Lance, "It's not every day your sister comes back from the dead."

"No kiddin'…" said Todd, who couldn't personally relate, but understood anyways.

"Just keep your distance for now," said Lance as he headed back downstairs where Freddy was cooking up a little snack, "He'll need time to take all this shit in…We all will."

With a simple nod, Todd proceeded down the hall, passing Pietro's room. Inside, Pietro was still sitting on his bed, looking over the photos he thought he'd never lay eyes on again. For the longest time, he wouldn't allow himself to look at them because they just brought back so many painful memories for him. But now that things had changed…He found himself revisiting certain things that he never thought he'd visit again.

Thankfully, the rest of the Brotherhood gave him his space, for this was something that wasn't to be taken lightly. Everybody had been keeping to themselves since the attack. It had stuck with them in more ways than one and they all found themselves a bit jumpy as a result. But for now, at least things were calm and they could simply focus on getting their collective heads straight again…As well as trying to recover the ego that Shadow Cell had so vehemently shattered.

"Uh…Mystique?" said Todd as he knocked upon her door, "Mystique are ya still awake?"

He heard a faint groan in response, hinting that she was still awake. She was still in a world of pain…Not so much from her interrogation anymore and more from what Magneto had done to her as punishment. She had been drifting in and out of sleep ever since she got back and the Brotherhood boys got for her what they could even though they weren't the most adept at dealing with injuries.

"Ugh…Come in," she groaned in a muffled tone.

Todd entered and made his way over towards her bed where she had remained pretty much since she got back. In fact, she was so badly hurt when she got back they had to help her up the stairs just to get to her room. And while her healing had since mended the physical bruises…She was still in a world of pain.

"Hey, I brought you some more ice," said the amphibious mutant as he watched Mystique slowly rise into a sitting position.

"Thanks…" she said flatly as she took it and placed it on her shoulder to help numb some of the lingering pain.

"So…You feeling any better?" asked Todd, seeing as how her skin no longer looked one big bruise thanks to her healing.

However, those words only earned him a penetrating scold from Mystique, who was still wallowing in a world of pain and Todd quickly backed off, thinking that was probably not the best question to ask.

"Uh…Forget I said anything," he said quickly, "You want anything else? Freddy's cooking up a snack."

"I'm fine…Thank you," she muttered, knowing Todd was just trying to lighten things up, but doing a very poor job at it so far.

"Well if you change your mind, you better hurry or else it'll be gone before you know it," he said, still trying to keep things casual, "You know how Freddy is when it comes to snacking."

"I'll manage," she said in a flat tone as she leaned her head back and let out a deep sigh as the ice helped to numb the pain in her shoulder.

Todd continued to linger, not knowing what else to say. This was a very unusual situation for the Brotherhood…One they never could have expected. The lingering dread of the attack and the impact it had on them had shifted the overall demeanor of the Brotherhood.

In addition, Magneto had also been affected…As Mystique's wounds clearly showed. Everybody had been surprised to see the punishment the shape shifter had endured as a result of her report, for they hadn't expected Magneto to react with such ferocity. Pietro was the only one who didn't seem too surprised, but he had enough on his mind already and nobody commented on it thus far.

"So…Magneto really did this to you?" said Todd, breaking the shape shifter out of her dazed state.

Once again, she let out a frustrated grunt as the sting of what that man had done to her once again returned with a vengeance. Todd backed off a bit, but at least Mystique didn't scold him like before since she knew he was not to blame.

"Yes…" she answered simply, "This is what he does to anybody who betrays his trust…Or it's simply what he does to people he doesn't like. I'm not sure which it is for me…"

"So then…Why does he keep you on board with this whole thing?" asked Todd, not understanding why somebody like her just didn't pick up and leave since he never figured her for the weak type.

"Leverage…" she answered plainly, "Trust me, once you enter a contract with Magneto, you damn well better be willing to see it through…Otherwise he can grow a tad disgruntled. I chose to go with him rather than Xavier…And it's a choice I can't unmake. End of story."

Todd still didn't get it, but then again…Neither did Mystique for that matter. She was just another lackey in Magneto's plan. She went with his ideas and carried out the duties he gave her. And over time, she came to see just the kind of man he was. At first she thought he was some mutant freedom fighter out to fight for those like her who had been oppressed their whole lives…But as time went on she quickly saw him for the power hungry madman he truly was. The years had twisted him and there seemed to be no humanity left in that hallow shell of flesh. Yet even after learning this…She was stuck doing his bidding with no conceivable way of escaping. It had cost her more than she ever could have imagined…Yet in her mind, there was no going back.

"Well…If you need anything else, just give us a holler and we'll…" but before he could finish, the bedroom door flung as Pietro came speeding in with his usual abruptness, only this time carrying a sense of great urgency.

"Wow! Pietro, what the…" began Todd, but the speed demon didn't give him a chance to finish.

"Mystique…Magneto's here," he said with a certain level of dread in his tone.

"What!" yelled Mystique as she got out of bed, still holding the ice to her shoulder as a new sense of urgency gave her a burst of energy, "What's he doing here? What does he want?"

"I don't know…" said the speedster, "But he wants to see us all out in the front. It sounds urgent."

Then, in a blur of super speed, Pietro disappeared as he made his way down the stairs to meet up with Lance and Freddy, who were already at the front door. Having a feeling that this was no joke, Todd soon followed along with Mystique, who set the lingering pain of her sore body aside as she rushed down the steps and out onto the front lawn where the master of Magnetism was waiting with five silver transport orbs at his side.

"Magneto…" said Mystique as she and the four Brotherhood boys stood in the presence of the most powerful mutant on the planet.

"You were right…" he said in a deep tone that seemed wrought with torment, "I didn't want to believe it…But you were right. Wanda is alive…I have proof of that now."

"I knew it!" said Pietro, now finally starting to believe that he wasn't crazy and what he saw wasn't a mere figment of his imagination, "I knew it was her! But…What's she doing? And where has she been all this time?"

"That I do not know…I looked into it for three days and I still don't know…" said Magneto, his tone wrought with sorrow upon the mention of Wanda.

"But what about those guys she was with?" asked Lance, "Who were they and why was she with them?"

"I do not know that either…" answered the master of magnetism, "But whoever they are…They are now a grave threat in more ways than one. So now I must accelerate my plans ahead of schedule."

"Does that mean we're finally going to Avalon?" asked Pietro, who had known about the base and had been waiting many years to actually see it.

"Yes…" he said, "I must make preparations and the Brotherhood must prepare…"

"Wait…You mean to say we're gonna actually try and fight those crazy soldiers!" exclaimed Todd, still reeling from their last traumatic encounter.

"Indeed Toad…" answered Magneto emotionlessly, "They now constitute a grave threat to my final plans and I cannot have that at this point in time…Not when I'm so close."

"But how in the hell are we going to beat them?" asked Freddy, who never usually was one to avoid a fight, but he was willing to make an exception for these guys.

"By any means necessary…" he responded as he used his powers to open the orbs that would take them to Asteroid M.

"But…What about Wanda?" asked Pietro, not knowing if he could fight his own sister.

Magneto shot him a grim expression, actually faltering somewhat for the first time in recent memory for Pietro. For so long now, ever since he threw Wanda away, he had been so cold and heartless that he never bore any such resemblance to any sort of feeling in any way, shape, or form. Now, in wake of this startling revelation, many old demons were catching up to him after having been suppressed deep down inside for so many years. Pietro didn't know what to make of this, but since this involved Wanda…He knew it was going to be all the more difficult for the both of them.

"We'll do what we have to…" he finally answered coldly, "Now get in…We have work to do."

* * *

In the icy cold skies over the arctic north where the sun sets for months at a time and the only thing to light the sky is the aurora borealis, a lone plane streaked through the air at mach 5, bearing northward towards the uppermost tip of the planet. It was a very strange, alien looking aircraft…Looking like a mix between a fighter jet and a flying wing. If any average person had laid eyes upon it, they surely would have mistaken it for a UFO piloted by extraterrestrials.

However, this aircraft was not being flown by aliens…But it wasn't being flown my mere humans either. This plane was carrying Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23…The five soldiers of Shadow Cell. They were on a direct course with Asteroid M…Magneto's coveted base and the centerpiece of his dream. They had a mission to stop them and after going through both the Brotherhood of Mutants and the X-men, it was all finally about to culminate with this last fateful task.

"Man…I can't believe Magnum managed to get us an F-32 Super Raptor for this," commented Scott as he skillfully flew the plane through the night sky under conditions that would have made regular pilots wet their pants, "These things are supposed to pack more muscle than the collective air power of entire countries."

"They're also not supposed to exist," added Jean, who was working the navigation components that were helping to guide them to their target.

"Since when has that been an issue before, anyways?" made Wanda, since she knew as well as the others that Shadow Cell had a great deal of experience in working with supposedly non-existent technology.

"Good point…" said Jean as she did a quick scan of the area, trying to filter out all the bad weather obstructing the scope.

As they continued to make their way through the unforgiving arctic skies, their chief concern remained Magneto. After having returned to the base with the proper information on his location in hand, they followed Magnum's instructions exactly as Dr. Essex had told them to and procured one of the F-32s from the secret underground hanger that was harbored most of the classified aircraft Shadow Cell used. And under the guise of a routine flight test, Shadow Cell managed to get a good, reliable transport up to the North Pole where Asteroid M awaited them.

As always, the five mutants of Shadow Cell found themselves in a harsh, unforgiving environment that was necessary for them to manage if they were to complete the mission. The perilous arctic night was further compounded by vast clouds of blowing snow and ice large enough to engulf a small city and the high winds had made it somewhat of a bumpy ride. But thanks to Scott's exceptional piloting skills, they managed to make their way through the worst of the turbulence with few troubles.

Finally, as Scott slowed the aircraft down to mach one, the blowing clouds of snow began to let up and the air before them began to clear as waited in anticipation for what would happen next. The magnetic compass on the digital display screen was starting to move a little erratically, hinting that they were getting close to the magnetic North Pole of the planet…The obvious place for a man like Magneto to reside.

"Jean…We're getting close to magnetic apex," said Vincent, who had been monitoring the magnetic activity for any signs of spikes that could hint the master of magnetism's presence, "How far is it to the base?"

Jean was using her psychic powers at full throttle to navigate through the powerful electromagnetic disruption of the arctic north, having only the signature she found while using Cerebro to guide her. Magneto's defenses were elaborate and vast…But no amount of his deception could keep Shadow Cell from carrying out the mission.

"We're close…" said Jean as she closed her eyes and placed a hand upon her temple, "I'm beginning to sense some of the psychic shielding that I sensed while I was using Cerebro."

"Then that means we shouldn't be very far from his cloaking field either," concluded Scott as he leveled off the plane at around 25,000 feet.

"What about other defenses?" asked X23, whose job was to keep an eye on the weapons system and if necessary, use them, "Do you think he has anti-aircraft batteries?"

"Knowing Magneto…Anything's possible," said Wanda with a grunt, who was most eager to come face to face with her estranged father after what he did to her all those years ago.

"Then we'll just have to stay vigilant…" said Scott as he increased the throttle, "This is still a mission filled with plenty of unknowns…And Magneto is probably the biggest of them all."

Activity in the high tech aircraft grew tense as the five mutant soldiers kept a watchful eye out for any sign of change. In their line of work, anything could happen within the blink of an eye and they had spent a lifetime preparing for such moments and this was no exception. They had no idea what they'd find with Magneto and his mysterious Asteroid M base, but if what they knew about this man was any indication, they were certain that it was far from pleasant.

Scott continued to skillfully maneuver the aircraft through the rough weather conditions, having only Jean's telepathy and a digital scope that was being scrambled by magnetic interference to guide him, but thankfully, he had flown in worse situations before. The closer they got, the more ominous everything seemed to feel…For this wasn't just some run and gun style infiltration of a house or mansion…This was a huge floating base with technology on par with anything Shadow Cell could muster. And it was all run by a madman who had a pretty strong grudge against the human race. Magneto was clearly a threat to the world and it was their job to ensure that he never had a chance to unleash his fury upon the innocent masses.

Then suddenly, the radar and scanners began to go haywire and the compass began moving more erratically as the blowing snow outside once again picked up.

"Scott…We're getting close…I can feel it," said Jean as the signature began to resonate more clearly through the elaborate deception of Magneto's defense.

"And we're just about over the apex," added Vincent.

"Good, because our scanners are pretty much offline, so I don't think they'll do us any good," said Wanda as she hit it couple of switches, "I'm going to reroute their power to the weapon's system for now so at least we'll have a little extra firepower just in case we need it."

"Hopefully it won't be necessary," said Scott as a new round of turbulence rocked the aircraft as the blistering winds grew more unforgiving.

Just then, Jean sensed something as she felt the signature grow stronger. It was still a little shrouded, but it was enough.

"We just passed through the first cloaking barrier…" said Jean as she sensed some of the main obstructions pass, "I think we should be getting a visual soon."

"Right…In that case, hold onto your butts," said Scott as he kicked in the afterburner and blasted through the worst of the blowing cloud of snow.

Then finally, as they emerged from the white shroud of ice and snow…The empty sky before them began to fade as if it were a wavy haze. Many of the instruments on board began exhibiting strange readings…A clear sign that they were passing through the thick of Magneto's security. The plane continued to shake, but thanks to the high tech, super alloy frame…It stayed intact long enough for them to reach the clearing…And as soon as they did, they finally got their first clear glimpse of Asteroid M.

"Holy shit…" said Vincent as he and the others looked with a sense of unabated awe at the sight before them.

"Took the words right out of my mouth, Vince…" said Scott as a heavy silence fell over the plane as the turbulence died down and the only things standing between them and their destination was Asteroid M.

This profound, elaborate, super secret mission that was known only to them, Magnum, and Dr. Essex had all been leading up to this point…Now it was finally here and they were poised to proceed with their final task. They had no idea what they were about to encounter, but that wasn't going to slow them down in the slightest…For Magneto awaited.

"Shadow Cell…" said Jean as the shock quickly wore off as they neared the vast, elaborate base which they would have to infiltrate, "We had to go through two teams of mutants to get to this point…But here we are. This has been a hell of a mission already…But we've got a job to do…So let's do it. Let's show Magneto what Shadow Cell is made of…"

* * *

AN: The action just keeps coming! Shadow Cell is now on the doorstep of Asteroid M and the complications are just going to continue! Things with X-men and the Brotherhood have also began to unfold as the affects of Shadow Cell's presence finally begins to truly intertwine with the X-men universe! And stay tuned my loyal readers, for there is plenty more to come! There are still fights to be had, secrets to be revealed, and shocking truths to be uncovered! So what do you all think so far? Has this very ambitious story of mine been an enjoyable read? Please tell me! Send me your comments via email or post them on the fanfiction website! I don't care what you do as long as you REVIEW! Thanks for reading everybody and I wish you all the best!

THE ADRENILINE IS BUILDING! KEEP THE REVIEWS COMING!


	32. Key Objective

**Sinister Soldiers  
Chapter 32: Key Objective**

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It's heating up! Glad to see the reviews are making a comeback! But as always, here's a quick shout out to all reviewers before I begin!

**Jenskott: **Oh believe me, the reactions are only the beginning! Wait till you see what develops next! As for the Brotherhood, they'll know who they're dealing with soon enough…You'll see! But for now, Shadow Cell still has a mission to carry out! Thanks as always for the kind review my friend! I hope you like where I take it! Peace out!  
**GothikStrawberry: **Yeah, the Brotherhood were at a serious disadvantage. I mean come on, they could barely handle the X-men! Their role in this story is still as significant as ever and you'll see why soon enough. The X-men know who they're dealing with, but the Brotherhood don't. However, they will soon enough! Thanks a ton for the review!  
**Scarletdragon: **Wow! Thank you very much for such kind words! I'm glad you think my humble story is so great! As to your offer, I promise I'll keep with constant updates! I hope you continue to enjoy and review as it goes along! Thank you very much!  
**Kaliann: **Oh yeah, intensity is going to be a mainstay of this for quite some time now, believe me! Just wait until you see the action I have in store! As for the technology I mention…Well, you can blame that on video games and TV documentaries on military tech. It's no flashy, but it works! Thanks for the review! Hope you enjoy what comes!  
**Agent-G: **Yeah, Logan/Ororo is always nice. I like doing them and rest assured, I'll have plenty more between those two in the future. And in regards to the future of the Brotherhood, that's still a ways off. For now, they have other problems to deal with and so does Magneto! As for what happens with the Colonel and the General, that will play a significant role as well. Because with the Colonel, anything's possible! Thanks a ton for the review buddy! This fic couldn't have been possible without you! Stay cool like you always do!  
**Coldqueen: **Wow! You read it all up to this point? I'm honored! Thank you! As for Romy, believe me you'll see more of those two soon enough! Thanks for the review!  
**Heartsyhawk: **If you think adrenaline levels are high now, wait until you see what's up ahead! Trust me my friend, this is still nothing compared to the conflicts I have planned just up ahead! The Brotherhood is now beginning to process what is going on and now that Magneto is bringing them into the game, they'll definitely be more prepared next time. But for the moment, Shadow Cell still has a mission to complete and there's still a lot more to come! I can't thank you enough for all the wonderful support you've given me so far! You rock my friend! Hope you continue to enjoy this story! Peace out!  
**KSimonT-X: **Yay! I finally hear from one of my favorite reviewers and writers again! I was hoping that you still read this. I'm honored you caught up to this point because this fic is already quite lengthy. And it STILL has such a ways to go. I'm honored that you think so highly of how I've worked the characters in this AU because it really is a challenge starting from the beginning and working up. As for "Hellfire and Brimstone," I can't tell you how proud I am of that chapter where I got to tell Slayer's story! It really was a daunting task and I'm glad you think I succeeded! Thank you SO much for all the support you've given me my friend and I urge you update your story as well! You totally rock my friend! Peace out!  
**Simba317: **Hey! My most thorough reviewer! It's always such a pleasure! I'm glad liked how I handled the reactions. I really wanted to show their thought process now that they know what they're up against. It's far from comforting, but at least they know. But in regards to the Brotherhood, Magneto's presence should usher in some new hope for them and now they can finally prepare to take on this seemingly impossible foe. But Shadow Cell still has one objective and one objective alone…The mission. You'll see how this impacts things develop from here and trust me, it'll get even more intense! Thanks as always for the sweet and stellar review! You rock my friend! Peace out!

Also, a special thanks to: **Quillian, Jacx, X00001, Wen1, Mark C, and Band20.**

It's only going to get more intense from here people! REVIEW! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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With their target destination now in full view, the five mutant soldiers of Shadow Cell were now ready to proceed with the last and most critical part of their mission. His cover was gone and now Magneto, the man behind this very discrete conflict, was all that stood in their way now. He was an enemy the likes of which they had never faced before, but that had never stopped Shadow Cell before and it sure as hell wasn't going to hold them back now.

As the team flew along in a super high tech F-32 Super Raptor, they began making their final approach to the base. It was hard to tell how they were going to enter this monster of a facility since it was truly unlike any other place they had ever encountered before. But entrance or not, they were determined to get in one way or another, for there was a lot at stake here. And for Wanda in particular…It was also very personal.

"Looks like this place doesn't have any online air defenses yet," said X23 as she did a quick scan with the weapons system, "They're there…But they're not active. They must not be complete."

"And near as I can tell, nobody's home either," said Jean as she did a quick psychic scan with her telepathy.

"Well if Magneto can shield his mind from Professor Xavier, then assume he can shield it from anybody," said Scott as he did a close pass of the top part of the base, which seemed to house the main citadel of the facility.

"But what about other hostiles?" inquired X23.

"Unfortunately, we don't know," said Jean as she finished her scan and began punching in a few commands on the control panel, "But hopefully, we'll find out soon enough."

"I sure as hell hope so…" said Wanda in an eager tone, "I've waited over ten years to look my father in the eye again for what he did to me…And I'm not going to let his crimes go unanswered."

Vince, who had been constantly worrying about Wanda ever since he found out that Magneto was her father, tried to ease her tension as best he could…But it was clear that the longstanding scars that remained from what Magneto had done to her still festered. Despite how hardened she had become from years of training and near endless combat, the fateful actions of her so called father still hung strong over her soul after all these years. Vincent could see the raw hatred brewing in her eyes, but there was also just so much pain…So much sorrow…And so many unresolved feelings that still haunted her to this day. But hopefully, with this mission, she would get her chance to avenge what had been done to her…She would get her chance to make Magneto pay. But it was this commanding drive that worried Vincent so much, for he didn't want it to consume her…He didn't want it to overwhelm the girl he had grown so close to over the years.

"We had better call Dr. Essex…" said Vincent, breaking the tense silence that had formed after Wanda spoke her words of hatred and determination, "We'll probably need all the help we can get with this place."

"Right…" said Jean as she brought up the radio, "I hope we can get through to him through all this interference…"

"The frequency we're using is based on ultra low level harmonics which should get around the magnetic shielding," said Scott as he prepared to make another pass over the citadel, "Let's just hope Dr. Essex can keep this covered because I doubt a cell phone would get service up here."

Jean struggled to tune the radio link through all the static and interference, but thanks to the advanced digital controls of the F-32, she managed to hone in on the right frequency and then hit the speaker control so everybody could hear.

"Dr. Essex?" she said, making a few more adjustments on one of the antenna readouts to help filter out the static, "Dr. Essex, can you hear us?"

Back at Shadow Cell HQ, Dr. Nathanial Essex was going on his fourth day of nonstop work on his bio-mutagenic accelerator. He worked without rest or fatigue, feeling as though each moment was bringing him closer and closer to his grand dream. Magnum had come and gone, dividing her duties between allocating the necessary parts and keeping the rest of the base off his back…But such things were far from the eccentric scientist's mind as his glorious machine finally began to take shape before his eyes. However, it still needed a few more vital parts…And Shadow Cell would be the perfect medium for him to obtain that which was so critical to the final step.

"I read you, Shadow Cell," answered Dr. Essex on a com-link that Magnum had set up for him as the hour of the next crucial step drew near, "Bear with me, I was only able to establish a link through my laptop. The main switchboard was off limits, I'm afraid."

"That's okay sir…It still works," said Jean through the static, "I'm going to try to filter some of it out."

"Don't bother…As long as you can hear me, that's all you need," assured Dr. Essex as he continued making a few adjustments to the bio tanks on his accelerator, "Are you at the base?"

"Yes sir," affirmed Scott, "We just passed through the cloaking barrier and the main magnetic shielding. We're just flying over what looks to be the main citadel at the top."

"Perfect," said Dr. Essex as his tone grew more eager, "And that's exactly where you'll have to go. Pretty much everything throughout the base is run through one magnetically controlled core located at the top of the structure. According to the plans I showed you earlier, it was specifically designed to work off of Magneto's powers to control the base."

"So I take it that will be our main target?" concluded Vincent.

"No…" said Dr. Essex, "This is not a demolition task, Shadow Cell. Destroying something as big as Asteroid M is sure to get noticed in some form or another."

"Then I guess it's just Magneto then," said Wanda, for that's all she wanted to face, "We take him down and then this whole thing is nothing more than a hunk of scrap metal."

"I know that's definitely what you want my dear, and I certainly don't blame you…But that isn't the main objective either," said Dr. Essex much to the team's surprise.

"What?" said Scott, not knowing what he was getting at, "Then what do you want us to do?"

Dr. Essex then finished up the last adjustment on the tube and turned his attention to the main core of his device…The core which needed the stone in order to become fully functional. It was by far the most vital part of his machine and if he could obtain it…Then there would be no stopping him. His dream would finally become a reality…And it was only a matter of implementing the trust he had so earnestly acquired from the five mutant soldiers over the years.

"While I know you probably want to take down Magneto…I'm afraid the nature of this very secretive situation makes that all but impossible," explained Dr. Essex, "You see…If Magneto, the most powerful mutant on the face of the planet, were to all of the sudden disappear, so to speak…Then that would entail that something, or someone, got involved. And since this mission is so off the record…"

"Then that would implement us in a major breach of protocol…" finished Scott, now understanding what he was getting at.

"Precisely…" said Dr. Essex with pride in his voice upon hearing the innate sharpness that his creations wielded, "And for that reason…It is preferable that we avoid direct confrontation with him."

Wanda let out an immediate grunt of distaste, for she so wanted to confront her father and make him pay for everything he had done. Vincent could tell that she so desperately wanted to…If for anything, for a sense of closure. And for that, he placed a comforting hand on her shoulder, which helped somewhat, but didn't make her forget just how badly she wanted this.

"So what do you want us to do?" asked Jean, knowing there had to be something they could do to neutralize this madman.

Over the line, Dr. Essex's eyes suddenly began to glow an ominous red color as he looked back at his nearly completed machine.

"In the core of Magneto's citadel…There is a key device for which this structure is built around," he explained as he looked at the blueprints of Asteroid M that he had kept close by for this very moment, "You see…One of the primary objectives of his plan to overthrow humans is to enhance each and every mutant to their full potential. And thanks to some of the technical expertise I so thoughtfully provided him…He has all the necessary means to do so."

"You mean he's got a version of the bio-mutagenic accelerator?" exclaimed Wanda, not liking the idea of her father having a device that powerful in his possession.

"Yes…But it isn't necessarily the same as the machine you all went through," said Dr. Essex, "My machine was a bit more direct and precise…His is a bit crude and forceful. And it only enhances mutant powers…Not physical or mental capacity. In fact…Near as I can gather, it actually hinders mental capacity so those that go through it come out with a minimal capacity for emotion. Add to that…There is also a possibility that such affects are not exactly permanent. Then again, that's only assuming he hasn't managed to complete it."

"So in retrospect, we're talking about a machine that has the power to turn all mutants into super powered drones?" said Vincent as he managed to piece together the puzzle.

"You are correct my child," affirmed Dr. Essex, "And this is the machine that you must hinder if Magneto's plans are to be put on permanent hold."

"Sounds like a plan," said X23 with confidence, "So how exactly do we destroy this bio-mutagenic accelerator wannabe?"

"That's the beauty of it my children…You don't have to," said Dr. Essex with an odd mixture of excitement in his tone.

"What do you mean?" asked Wanda, who as the chief expert on demolition, knew there had to be something else to this device.

"It's simple really…" said Dr. Essex in an almost casual tone, "You see…The machine works off the power of an ancient stone said to have very powerful mystical properties not unlike some of the relics you encountered during that mission the Himalayas with the monolith. And like the monolith, this stone resonates at a unique frequency that when properly powered with electromagnetic radiation…It can restructure and rework DNA."

"Electromagnetic radiation…" said Jean, now beginning to understand along with the others just how this madman worked, "The same kind of power Magneto manipulates."

"Precisely my dear…Which is why he chose to use such a relic in the first place. When I used to work with him, I remember him talking about it on a few occasions. I didn't know if he was serious or not…But something tells me that he was being serious when he talked about tapping its power. And if he's this close to implementing his master plan…Then it's logical to assume that the machine is up and running, ready to accept any and all mutants."

"Then I guess that makes us the only ones capable of stopping him before he gets too far along…" said Scott, his voice growing more determined as they looked back at the imposing image of Asteroid M, "If what this guy did during the sentinel incident is any indication, then I doubt his next act will be far from subtle."

"Well said Scott," said Dr. Essex in agreement, "Which is why you must get in there and get that stone. Avoid any and all confrontations and that includes Magneto. He must not know of us…And with any luck, his anger will cause him to turn on is own allies and he'll be paralyzed for a good long while."

"Yeah…That definitely sounds like Magneto alright," said Wanda with a distasteful grunt.

"And it is for that reason why you can't make any mistakes with this one my children," said Dr. Essex, making sure his creations knew just how vital this task was…Even if they didn't know the full story, "That stone is the key…Without it, Magneto's plans cannot proceed. Once again…You are the only ones capable of averting a catastrophe that could spell the end for the human race. I know you've all been in this position plenty of times before…And no matter how many times you face such overwhelming odds, I know that there is no other force on the face of the planet capable of overcoming such adversity as you my children. I can't tell you how proud I am of everything you've accomplished…Not just for your country…Not just for your world…But for yourselves. You are all true marvels…Don't ever let yourselves think otherwise."

"Thank you sir…" said Scott as everybody smiled at their mentor's praise, which always helped guide them through the seemingly endless challenges that they faced as a unit and a team, "I promise you…We won't let you down."

"I have every bit of confidence that you won't my children…" he responded with a grin as he looked back at his machine, which was so close to completion that he could practically taste it, "Good luck Shadow Cell…And Godspeed."

The com link then went dead as Shadow Cell was now left to carry out the daunting task before them. They had their final objective…They had the final part of their mission. The stone that held so much importance to Magneto's plan would be his ultimate downfall…For without it, he would be stopped dead in his tracks. There was no telling what they would encounter as they looked back at the huge base before them…But as they made one final pass over the citadel in preparation for their infiltration, they were all confident that they could take whatever the master of magnetism threw at them…Because in the world of Shadow Cell, failure was not an option.

"Okay guys…We know our task…We know the odds," said Scott as he set the aircraft on autopilot and turned back towards his comrades, "That leaves only one part left…"

"Right…" said Wanda, glad to have any chance to get back at her father, "Let's make it happen."

Then, the five mutant soldiers all placed their hands in the center and proceeded with the ritual that would always bind them no matter what the mission was or the odds stacked against them.

"Kuwabara…Kuwabara," they all chantend.

As soon as they broke, the mission was on and they were finally ready to begin.

"Okay, so how do you propose we get in?" asked Phoenix as they all unfastened their restraints and made their way through the cramped confines to an empty bomb bay in the back.

"Well since there's no door or vent to sneak through…I guess we'll just have to make our own entrance," said Cyclops, who had already worked out a plan in his head, "Mayhem…You up for a rampaging ram style maneuver?"

"I'm up for anything, Cyclops," affirmed Mayhem with a grin, for this was a tactic he often enjoyed, "And since I memorized those plans Dr. Essex showed us, I have a pretty good idea of where we should make our entry point. The only thing you guys will have to do is keep up…"

"Sounds like a plan to me!" said the Scarlet Witch as she smiled back at her comrade, who loved it when he showed off his strength for reasons the others knew were blatantly obvious, "Phoenix…You think you can manage it?"

"Only one way to find out," said Phoenix, never one to give odds during situations like this.

With no more time for preparations, X23 opened up the small bomb bay which they had left empty specifically for a task like this. The blistering cold of the arctic air quickly filled the cockpit, but it didn't seem to affect Shadow Cell in the slightest as they prepared to make their fateful jump. Finally, with one last look at the vast image that was Asteroid M, the five mutant soldiers were ready to make their move.

"Okay Mayhem…Lead the way," said Cyclops as they all prepared for the turbulent descent through the cold arctic air towards the vast, elaborate base.

"You got it…" said Mayhem as he fearlessly leapt into the blistering cold and began flying at high speeds towards the huge floating structure.

Following close behind, Phoenix leapt into the air after her comrade with Cyclops, the Scarlet Witch, and X23 following close behind. She kept them close and guided them with her telekinesis while also keeping them warm with the help of her pyrokinesis. Mayhem was exceptionally fast and hard to keep up with under any circumstances, but thanks to the redheaded soldier's exceptional powers, she managed to stay at least 50 feet, give or take, from the high speed human ram that was Mayhem.

Thanks to his invulnerability, flight, and super speed capabilities, Mayhem quickly built up a great deal of speed and momentum as the he used what he knew from images of the base's blueprints that resonated clearly in his mind thanks to his photographic memory. As he drew closer and closer, a red haze of energy formed in his hands as he plowed through the air with the force of a falling meteor.

Mayhem grunted in determination as the fast approaching citadel, most of which was covered in a thick layer of metal, drew nearer and nearer. The sheer power that he would have to apply in order to punch a hole through the high tech facility would be nothing short of monumental…But then again, that's why he was known as Mayhem. Closer and closer, the ceiling of the citadel came and Phoenix struggled to keep up at times because of the sheer speed he was managing, but she managed to keep him in sight as they increased their following distance to avoid the shockwave that was sure to ensue after impact.

Finally, with the top of the citadel only seconds away, it was now or never. They would be treading into the unknown once again…As was the case of so many other instances in their lives as soldiers.

"Open sesame bucket butt…" grunted Mayhem as he prepared to plow through the thick outer shell that protected Magneto's impressive fortress.

Then, with a deafening bang that pierced the howling arctic air, Mayhem broke through the thick metal shell like hot knife through butter, leaving an entrance about the size of a small car in it's wake. After the shockwave passed, Phoenix entered with her three comrades close by, quickly slowing their speed and entering the vast and elaborate facility.

Once they were in, they touched ground on what appeared to be some sort of maintenance deck around the core. It was on the upper levels so it was logical to assume that they were a ways from the primary components of the machine, leaving plenty of ground to cover in attaining their main objective.

"Mayhem! Are you okay?" shouted the Scarlet Witch as they all landed and drew their guns in knives in standard CQC readiness.

"Yeah…I'm fine," said Mayhem, who was rubbing his head a little from the force he had exerted, "Punching through all that metal was tough…But it worked."

"You can make anything work if you apply enough force," made Cyclops as he scanned the area for any signs of security forces, "Now come on…We have to get to the core. Mayhem, lead the way."

"Right…" he said as he took out his gun and knife and held it in standard CQC style readiness as always, "And don't worry, the layout of this place is pretty straightforward. I doubt Magneto had any intentions of having to deal with break ins, so it shouldn't take us long…"

"Let's hope so…" said Phoenix, who kept her psychic powers alert in case any sudden presence came about.

Having only the sketchy images of the blueprints in Mayhem's photographic memory to guide them, the five mutant soldiers carefully, yet quickly made their way through the elaborate facility. At some points, they couldn't help but look at the layout of the vast structure with awe, for it had a level of sophisticated technology that even they hadn't come across before. Add to that, Magneto seemed to be a man of strict aesthetics, for there was a clear hint of style apparent within the architecture of the structure, as if it was meant to be both a palace and a base. And everything was big…Everything had a great deal of size and majesty to it the likes of which they had never seen before. The whole structure seemed big enough to fit a small civilization inside…Which was probably not that far from the truth given the scale in which Magneto went about his plans.

However, size and sophistication aside, the whole structure had a very straightforward layout, as if it was meant to be easy to navigate. Everything seemed so close at hand and accessible and it wasn't the kind of place that one would easily be lost in. And much to their surprise, there weren't any deadly security systems to deal with in this sector…Probably because the structure wasn't finished yet. They could tell that many of the systems weren't online because there were a lot of darkened areas that hadn't been powered yet, hinting that there was still some work to be done before this structure was to be complete. But given what they had seen so far, it looked way too close to completion for comfort.

All around them, there was so much emphasis on order…Which seemed to speak volumes about the man they were dealing with. It gave the five astute soldiers some hints as to the kind of man Magneto was as they descended into the depths of core via an access corridor that circulated about the main components, which were the size of a small building.

"Magneto sure has a taste for all things big…" commented Cyclops as he looked at some of the advanced components that powered this vast facility.

"You think he's compensating for something?" made Phoenix with a slight smirk.

"Can't say it would surprise me," said the Scarlet Witch, who knew more than anyone just the kind of man they were dealing with.

"Pretty much all psycho tyrants seem to have an inferiority complex in some regards," said X23 as they passed through to what looked like the main computer room, "Whether it's physical or psychological…It's all just a matter of some offbeat psycho trying to balance something out in their lives."

"And you think that could be the case with Magneto?" asked Phoenix, thinking that something had to be driving this man to go to such lengths with a place like this.

"Knowing him…It could be anything," said the Scarlet Witch, her tone shifting to one of more anger and resentment as was often the case anytime someone mentioned Magneto.

The team once again fell silent as they descended further into the core, having to access several computer terminals to open some of the more secured levels, but easily managing to do so thanks to their hacking skills. As elaborate as Magneto's base was…It was more style than substance. And because of this, it didn't take long for the five mutant soldiers of Shadow Cell to arrive at a large, heavily reinforced metal door. By far, it had to be the most heavily reinforced section of the base they had seen thus far…And because it was so secure, it was logical to assume that this is where their key objective resided.

"Man, for a mutant tyrant, Magneto sure has some lousy security," said Mayhem as he put his gun and knife away along with the others, "I was expecting some sort of guardsmen or defense mechanisms at the very least."

"It's overconfidence Mayhem…" said the Scarlet Witch, who seemed to be the only one not surprised, "He probably has a security system…One that's way deadlier than Xavier's. But remember what Dr. Essex said…He's probably not finished with this place yet. So it's probably not online. Magneto thinks his base is impenetrable with all the cloaking and outside security so he doesn't spend a whole lot of time on the inside. And since he's been so secretive about this place, I doubt he would trust anybody to stay here and guard it."

"And given what we had to go through just to find this place, I can't say I blame him," said Phoenix, "But security or not, we have to get that stone out. Mayhem, do you think you can pry it open?"

"Let me see…" said Mayhem as he stepped forth.

However, as soon as his hands neared the highly polished metal, he was hit with a powerful electric shock from a defense mechanism and immediately fell back, not wanting to trigger any other possible mechanisms.

"Damn…Looks like we spoke too soon about the security of this place," commented Mayhem as he rubbed his hands a bit, "There's enough juice going through that thing to power a city."

"Then we'll just have to work around it…" said Cyclops as he took in some of the mechanisms, "I don't see any computer terminals so Magneto must use his powers for this so only he can open it. In any case…This thing isn't opening without a little force."

"Hold on…" said the Scarlet Witch a she stepped forward and began focusing her powers, "Maybe I can hold back the electric defense field with my powers."

"That still might not be enough," said Cyclops, "This thing looks pretty thick and heavy so it's going to take a combined effort to wedge it open."

"We can manage it…" said X23, knowing that if there was one thing Shadow Cell was good at…It was applying raw force.

"I never said we couldn't," made Scott as they all stepped forward and stood before the imposing chamber, "We'll just have to work together. If the Scarlet Witch can keep the electric field down long enough, then maybe I can focus my powers into a concentrated blast to get a small crack open…From there, you'll have to wedge it open by hand Mayhem. And you'll probably have to assist him, Phoenix. And once we got a dent, X23 can slice the hinges and we should be able to gain access."

It not exactly the most subtle plan they could have thought of for this situation, but it was the best they had to go off of at this point.

"Sounds like a plan to me," said X23 as she unsheathed her claws.

"Yeah, breaking open a thick, heavy, reinforced steel door containing the single most important piece of this whole base with brute force…That doesn't sound too hard," said Mayhem as he cracked his neck in preparation.

"Then let's not linger…" said the Scarlet Witch, whose eyes were already glowing in a purple haze as she built up her hexing powers, "Let's bust this piece of shit apart!"

The whole wall making up the vast security system was then consumed by a purplish light as the Scarlet Witch used her powers with unbridled force to hold back the massive amount of electricity that Magneto had employed to guard his precious stone. And with the field down, Cyclops quickly went to work, focusing a highly concentrated optic blast into a thin, forceful burst of photoconcussive energy that began to warp the very hard, very thick metal door. And once he had a puncture to work with, Mayhem dug his hands into it and began applying an unparalleled amount of brute force in an effort to wedge the massive chamber open. It was a lot heavier than anything else he had punched through, so the super strong mutant struggled as he grunted with determination at the powerful resistance this heavy metal barrier presented him. And knowing he couldn't do it on his own, Phoenix aided him with a massive amount of telekinetic force that helped slowly wedge an opening…But with much greater difficulty than either of them had expected.

Cyclops stepped up the intensity of the blast, for it didn't seem to be as much as he had hoped and Mayhem and Phoenix seemed to be struggling. The Scarlet Witch kept containing the electric field even if it did take quite a bit of effort on her part, but she did not falter even as the strain began to build. In seeing how her comrades were struggling, X23 decided to play her part and began slicing at the hinges along the edge and puncturing the heavy mechanisms that held it into place. It was definitely a barrier designed not to let anybody except Magneto through…But under the tremendous assault, it wasn't enough to hold Shadow Cell back.

"Can't…Keep this…Up…Forever!" grunted the Scarlet Witch as sweat began to trickle down her face under the strain of using so much power.

"Just a little bit longer!" urged Mayhem as he pushed with all his strength, "We're almost there!"

"I…Can't…"

"Yes you can!" urged Mayhem, not letting her finish, "You're doing good…Just a little…Bit…More!"

Then, as X23 sliced the last hinge, Mayhem finally managed get through. And with a loud, creaking noise that closely resembled that of nails on a chalkboard, the heavily reinforced door finally fell under the strain…Leaving the stone open for them to take.

Knowing the Scarlet Witch couldn't keep it up much longer, Phoenix used her telekinesis to quickly retrieve the stone so as not to upset any possible sensors and she along with her three other comrades scrambled back from the now warped chamber door as the Scarlet Witch finally gave in to the strain.

"Ugh…" she moaned as she nearly lost her balance, but thankfully, Mayhem was there to catch her.

"Hey…It's okay," he told her with a warm smile, "You did good…You did real good."

Upon hearing his words, the Scarlet Witch actually managed to smile for the first time since this mission began…But she was forced to quickly shake it off as Mayhem helped her regain her balance. They now had what they came for and Magneto's plans were officially on permanent hold without his precious stone…And all that was left now was to simply get out before he got back.

"Are you going to be okay, Scarlet Witch?" asked Phoenix as she came to her friend's aid along with the others.

"Yeah…I'll be fine," she said, her body still reeling from the strain, "Let's just get the hell out of here before dear old dad gets back and find out his precious stone is missing."

"Agreed…I doubt we'll want to be around for that," said Cyclops as they all filed out of the main chamber and ran back up the path they had come.

There were still no alarms or any hint of sensors, but little did Shadow Cell know that upon infiltrating the area with the stone, a maze of hidden cameras Magneto had designed to identify intruders and alert him at a moment's notice of anybody who wasn't where they should be went off and recorded their every move. There was also supposed to be a lockdown mechanism designed to trap and exterminate the intruders…But unfortunately, his commitment to his machine had caused him to lapse on his security and now Shadow Cell had the most important piece of his plans in their possession. And thanks to the hole they punched in the ceiling earlier, there was nothing standing in their way as they swiftly made their way back to the upper levels and prepared to ascend back into the cold arctic air.

Suddenly, just as they were about to leave, Phoenix sensed something with her telepathy.

"Oh shit…" she cursed as she touched her temple and zeroed in on the signature.

"What is it?" asked Cyclops, concerned that they could have missed something.

"He's back…Magneto's back," she said with a grave sound in her tone.

"What! He's here!" exclaimed the Scarlet Witch, quickly feeling her powers starting to brew as a result of her sudden shift in emotions.

"But…I thought you couldn't sense him?" said X23, remembering what she had said earlier about Magneto's psychic shielding.

"I can't…But I know he's here," said Phoenix, "I know because I can sense the Brotherhood with him. He must have found out about the attack and brought them here to regroup."

"Then we had better leave before they know we're here…" urged Cyclops as he hit the control on the F-32 to run it's pre-programmed retrieval path.

"Right!" said Phoenix as she levitated him and X23 and began their ascension.

However, while her comrades wasted no time in leaving…The Scarlet Witch hesitated somewhat. Knowing that her father was so close brought out so many long dormant emotions within her. So much of her wanted to stay behind and fight him for everything he had done to her…But her duty as a soldier held her back along with Mayhem who stayed with her and could clearly see the conflicted look on her face.

"Wanda…" he said to her as he placed a hand upon her shoulder, "Come on…We have to get out of here."

"But…My father…He's here," she said in a distant tone, "That monster who threw me away…He's here. He's so close…I can feel it."

"I know…" said Mayhem softly as she turned her attention towards him, "I know you want revenge for what he did to you and I can't say I blame you…But you can't let yourself be driven solely by vengeance. You know that it doesn't lead to anything…You know it won't make things any better."

"I know…And I keep trying to tell myself that, but…" she went on…However, she found herself unable to continue.

"Hey, it's okay…" he told her, as he protectively held her in a way not like that of a soldier or friend…But that of something much more, "I know it's hard having to deal with these things…I know it rages within you like a festering scar that just won't heal. But you can rise above it, Wanda…I know you can. You're one of the strongest fighters I know…You've shown me that time and time again. And you can beat it! I just…I don't want to see it consume you."

His words seemed to help as she took a few deep breaths. Even though there was so little standing in her way, she made her choice…She would not let this affect her as a person and a soldier. She knew she was stronger than this…She knew she could overcome this. For so long now, her father had been a dark side of her being that she had long since shut aside. But now that they were involved with him and his plans, so much of that side was reemerging with a vengeance. Already, it had threatened to overwhelm her…But thanks to Mayhem, she managed to remember just who she was and what was truly important.

"You're right…" she said as she took his hand and followed him to the open duct, "And I promise…I will never let it consume me. Sometimes I just have to be reminded…"

"Hey…What are friends for?" said Mayhem, managing a smile as she held on tightly to him for the rough flight back.

"Yes…Friends," she said, finding herself musing somewhat on just what their friendship was turning into whenever she was reminded of it.

However, such thoughts would have to be pushed aside for now as they followed the others up to the waiting F-32 and quickly made their escape with the stone in hand…Taking with them Magneto's most vital component and hopefully returning it to the more secure hands of Dr. Nathanial Essex…Or so they hoped.

* * *

As Shadow Cell sped off through the perpetual night of the arctic north, Magneto and the five metallic orbs carrying the Brotherhood landed on the main deck at the base of the citadel. With his magnetic powers, he opened his facility, giving his curious pupils a glance of Asteroid M for the first time. They would now have the honor of being the only other person besides Mystique to see the inside of his most proud creation. Even Pietro hadn't been allowed to see it…And he was his son.

Immediately, the Brotherhood boys, used to living in a messy boarding house, were taken aback by what they saw.

"Wow…" said Todd as he hopped out of his sphere and looked around at the vast facility, "Sweet digs boss!"

"Man…You mean to tell me we had to live in a crappy boarding house for all this time when we could have been staying in a place like this?" said Lance as he took in the sheer size of entrance area alone.

"Yeah, the Xavier geeks ain't got nothing on this place!" exclaimed Freddy, who, like the others, was clearly enticed at what he saw.

"No kiddin' yo," said Todd as the lights came on and the rest of the facility became visible, "It's like a mini death star or somethin'!"

Magneto rolled his eyes at the Brotherhood's mundane reactions, for they seemed to forget the seriousness of the situation at hand. His thoughts were still primarily on the reemergence of his daughter and the attacks that she had been a part of. And if they knew about Asteroid M, he saw it better to have at least some back up on hand…Even if he still considered them unfit for such roles at this point.

"So what's the plan?" asked Pietro as he followed his father through the deck and into the main lower level of the citadel which almost resembled a public square that one would find in a city, "If Wanda and whoever the rest of those guys were know of this place, then should we prepare for an attack or something?"

"No…It's too early to say," said Magneto in his regular cold tone as he led them through the elaborate center area of the base floor and onto a metallic platform that he levitated them all up to a master control deck that he used to monitor and manage the entire area, "We have the defense of the arctic north and a cloaking device on our side. In addition, I'll also activate the external defenses I was working on before you called me, which yield enough firepower to obliterate a city. So rest assured…We will make preparations for any further action that threatens to impede my plans. I don't know who's behind this, but whoever it is…They shall surely pay for their pestilence."

"Sounds good to me," said Lance, who had been left somewhat embittered along with the others by the humiliating ordeal they had undergone under the hand of those mysterious soldiers, "But how do you expect us to fight against guys like that after they pretty much mopped the floor with us last time?"

"Simple, Avalanche…We prepare," said Magneto confidently as he used his powers to bring up many high tech monitors and computer terminals, "They caught you by surprise with such attacks, so it was only natural that they overwhelmed you."

"No kiddin' yo…More like humiliation really," said Todd, who knew he would probably never live down having pissed himself in the presence of the five mutant soldiers.

"Which is why I brought you all here…" said Magneto as he powered up the primary components to the base, some of which weren't even completed yet, "I must have the lot of you ready and willing to aid in the safeguarding of my glorious base. My plans are now threatened by this new force…And I cannot have that…Not in this most critical stage."

"Hey, you can count on us Mags!" said Freddy in a confident tone, now feeling a bit more ready and energized after seeing where they would be staying now.

"See to it that I can…" said Magneto menacingly, "In the meantime, we must…"

Then suddenly…Magneto froze in mid sentence as the expression on his face suddenly turned to one of grave shock and unabated rage. It caused Todd, Lance, and Pietro to take a step back while Mystique and Freddy just watched on with a new sense of dread, for it took a lot to get Magneto worked up and to see him this enraged could only mean that something truly extreme had happened.

"Uh…Magneto?" said Pietro wearily as he saw the raging look in his eyes, "Dad?"

"No…" he said a low, raging tone as he looked at one of the monitors that fed into the elaborate surveillance system, "They took it…"

"What?" said Mystique, growing just as curious as the rest of the Brotherhood, for even she hadn't seen Magneto this angry before despite all the previous times she had faced his temper, "What are you talking about? Were they here? Were the same soldiers that attacked us actually here?"

"Yes…They were here. And they took it…They took the stone…" he said as he clenched his fists in a rage of fury, "Those bastards took the stone!"

"The stone?" said Lance in confusion, "What stone?"

"The stone that this whole damned base was built around!" exclaimed Magneto as he shoved the monitor off to the side, shattering it unintentionally in a blind rage.

"Wait…You don't mean the…" began Mystique, who knew what he was talking about, but didn't even get a chance to finish her sentence.

"Of course I mean THE stone!" bellowed Magneto, "They took it! It's gone! Now my mutant enhancement machine is useless!"

Everything metal throughout the area began to shake violently and the members of the Brotherhood actually struggled to maintain their balance at some points, for Magneto was in just too great a rage to contain his anger.

"Wow, take it easy boss man," said Todd as he nearly fell over from the intense shaking.

"SILENCE!" he shouted at the young mutant, "You have no idea how important that stone is! You have no idea the kind of power that it possesses! In fact…The only other person who has even the fainted idea of just what that relic can do is…"

Suddenly, Magneto's demeanor changed once again…But this time, it was not rage that consumed him…It was something entirely different. A look of pure disbelief soon fell upon his face as a name entered his mind that he never thought he'd have to deal with again. He couldn't believe it…He wouldn't. But there was no other soul on the face of this planet who was even remotely capable of coordinating something like this…There was no other person on the face of the planet that knew of Asteroid M or the stone that it could be. He thought he was gone…Gone forever. And as much as he kept trying to tell himself otherwise…He knew he was back.

"No…" he said, shaking his head in disbelief, "It can't be…It couldn't! He wouldn't!"

"Wait! Who are you talking about?" said Pietro, just as eager to know as the others who was behind all this.

"It can only be him…" said Magneto, his tone growing darker and more enraged once more, "He's the only one who knew…He's the only one crazy enough to do this!"

"Who!" exclaimed Mystique, eager for some answers.

Magneto was still brimming with rage, but this time it didn't erupt into a scene…This time, he simply sank back into his cold, emotionless state. As much as he hated to admit it…He knew that only one man was capable of pulling this off…Only one man could possibly have the resources and the nerve to do something like this to him. It was all finally starting to make more sense now…The attacks, the interrogations, the assault on his base…He knew it could only mean one thing.

"Report to your quarters…" he commanded coldly as he turned to head down another corridor, "I want you all training at every possible moment…No exceptions."

"What!" exclaimed Pietro.

"I mean it…" he said in a manner that left no room for argument as he stepped out, "Because if the force behind this is who I think it is…You're all going to need to be prepared to face a truly sinister foe."

* * *

Back in Washington, the big meeting was finally beginning to draw to a close. And as was expected by many, the bitter feud over the mutant issue remained a stalemate despite passionate arguments by each side. It was so deadlocked that nobody seemed to notice Nick Fury's prolonged absence or the Colonel's constant breaks when he slipped out to shout into his cell phone. But now as things finally began to come to a close on the forth day, all that was left were the mere formalities to close things out. However, that didn't seem soon enough for the ever anxious and paranoid Colonel, who kept his eye on his cell phone the whole time.

And while he didn't show it, Fury began issuing some 'discrete' orders to look over the Colonel and begin moving on Shadow Cell. He was tempted at times to confront the Colonel or the General, but he knew that would only lead to further chaos within the upper ranks of the government and at a time like this, that was the last thing they needed. Attack or not, those two still held a great deal of influence over them and if he were to come out too directly, the inevitable backlash could destroy him and SHIELD.

But so far, the Colonel's enigmatic actions indicated that neither of them knew anything about these attacks. The Colonel seemed suspicious, but the General remained oblivious. The options were quite limited and unless he wanted an all out power struggle, he would have to handle this discretely. But as long as they were ignorant, he had a window to work with and he wanted to use it to his full benefit. However, since this was an organization he couldn't touch, his options were limited at best.

Over the course of the last few days, Fury's actions had proved somewhat futile because off all the red tape he had to go through. He managed to organize a few 'unofficial' meetings with SHIELD heads and Department of Defense officials that he trusted, but their progress was minimal because of the vast influence and power of the foe they were up against. He couldn't get to the higher ups, he couldn't risk setting off a powder keg of political volatility, and he couldn't pin down Shadow Cell with his limited resources. He was a fly trying to down a rhino. Shadow Cell was just too big and had too many supporters. He tried issuing what orders he could, but he knew that in the end, he didn't have the power to stop them. And if he wanted to keep his hands clean from this, he had no choice other than to let Shadow Cell collapse on it's own and be ready to handle the aftermath.

Right now, Nick Fury was hoping that the X-men would be able to do what he couldn't. They weren't under the thumb of government and political strife and they could go the distance. Under normal circumstances, he wouldn't have relied on such outside forces to take care of a situation like this…But given that this was Shadow Cell, an organization he couldn't touch, he was flat out of options. All he could do was stay in the background and prepare for SHIELD to make their move. He just hoped that the X-men were strong enough to handle this…Because if they weren't, there was no telling how bad things could get.

The General took care of most of the closing arguments and some would even say that his words actually helped tip the balance of the issue in his favor given his strong speaking skills and hefty influence. The anti-mutant hawks still argued passionately, but the General seemed to provide the most balanced, intelligent, and logical points to the issue. It was a true testament to his political, interpersonal, and group skills that even impressed his most critical opponents. Yet despite his success, the Colonel's unusual inactivity did not go unnoticed in his astute mind.

Usually, it was the Colonel who often gave the most damaging arguments for his side, but for some reason, he stayed silent…As if his mind was on other things besides the debate. The General wanted to inquire about it, but he often found himself too busy moving things along with the meeting and was unable to look into it further. But even if he could…The Colonel's suspicious and paranoid character would have made him the last person he would confide any secrets to.

With the final arguments now underway, the Colonel was partially relieved that it was finally coming to a close. He was growing increasingly anxious about what he was hearing from some of his agents back at Shadow Cell and was eager to return in order to see for himself just what was going on. Each report he got made it clear that something was amiss…And his usual paranoid instincts told him that it was something major.

Then, as the General finished his arguments and the moderators of the meeting began going through the usual formalities, the Colonel's cell phone went off once again. Looking back at the focused crowd, he once again slipped out with ease…Only his movements were noted by both Nick Fury and the General. But that didn't seem to cross his mind as he found a quiet spot and flipped open his phone.

"Yes?" he said intently, "Did you find out?"

Then, over the other line, one of his GURSO agents proceeded to give him a report of what they had uncovered…And what he heard made the expression on his face turn to one of great anger and frustration…For it seemed as though his paranoia had actually proven right after all.

"Son of a bitch!" he spat into the phone, "I knew it! I knew those freaks were up to no good! Initiate emergency protocol 666…Gather each and every GURSO soldier in the base and converge on my order! I'm coming back to the base…And I'm going to see to it personally that those freaks answer for their indiscretions!"

* * *

AN: Things just go a little more complicated, wouldn't you say so? Now, not only is Magneto in the loop, but so is the Colonel! And now that Shadow Cell has the stone, Dr. Essex now has the piece he needs to make his machine complete! Oh, and just so you know, that monolith that was mentioned earlier was a direct reference to the video game "Psi Ops: The Mindgate Conspiracy." They own it, I don't, please don't sue! The tangled web of lies is beginning to unravel, but some parts continue to hold strong! Stay tuned to see just how messed up things are going to get with Shadow Cell's secret mission now no longer such a big secret anymore! Trust me, it's only going to heat up even more as time goes on and there's still plenty to come! In the meantime, please tell me what you think of this fic! Send me your reviews via email or post them on the website! Thanks a ton for reading everybody and I wish you all the best!

THE HEAT IS ON FOLKS! REVIEW!


	33. Backstab

**Sinister Soldiers  
Chapter 33: Backstab**

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* * *

You know the drill folks! Before I begin, here's a quick shout out to all reviewers before I begin!

**Howlerdrode: **Yeah, Dr. Essex really has the upper hand now. He's holding all the cards so to speak and pulling all the strings. And it'll take quite an effort on the part of all sides to stop him, but at the moment, it's all on him! The answers to your questions will come soon enough my friend! I hope you like it! Thanks for the review! Peace!  
**Jenskott: **Well Asteroid M isn't necessarily a place you can storm, per se. After all, how do you storm a giant asteroid? And yes, Magneto's reaction was pretty much in sync with his temperamental nature. He knows Essex and now he'll be targeting him, but you'll see how that comes into play! Trust me, it's sure to be quite a ride! And with the Colonel now at the helm, you can rest assure that things aren't going to get any easier for Shadow Cell! Thanks as always for the review! I hope you like where it goes! Peace!  
**KaliAnn: **Yeah, Dr. Essex really has a knack for manipulation. All those years of gaining their trust is really coming into play. And it will continue to be a factor with the big events to come! The Colonel is now taking charge and Magneto knows who's to blame, so you can expect some major action! I hope you like it and thank you very much for all your kind support! You rock! Peace out!  
**Wen1: **Oh don't worry my friend, you'll find out the reason for that eventually! Rest assured, it is a factor! Thanks for all the reviews!  
**Agent-G: **Yeah, I know it wasn't as big as the Brotherhood or X-men fight, but I thought about it and I concluded that a direct confrontation with Magneto would complicate things too much and affect some of the key events that I'm going to put in later. But as for the Colonel, well, knowing him it's a pretty safe assumption that he'll really mess things up. It's not like he's got a lot of love for Shadow Cell to begin with. The General knows this and you'll see how he responds soon enough. Thanks a bunch for all your kind support my friend! You totally rock dude! Stay cool like you always do!  
**Simba317: **Wow! That's the second holiday you've mentioned that nobody else has commented on! First Halloween and now Veteran's day? You are just too kind! On top of that, you leave such nice long reviews! I'm seriously touched my friend! Magneto really is showing his prowess now. His stone is missing and his daughter is a part of it. Add to that, he knows who's behind it. And he wants it back! It's definitely a mixture for conflict and you'll see just how much it affects him when things get heavy! And to make matters worse, the Colonel is now making his move! It's all starting to unravel my friend, so prepare for some serious action! Thank you very much for your super kind review! They are always such joy to read! You totally rock my friend! Thanks again and peace out!

Also, a special thanks to: **Quillian, Coldqueen, Mark C, X00001, Gothik Strawberry, and Amazing Redd Phoenix.**

Don't forget people! REVIEW! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

* * *

Dr. Nathanial Essex was putting the final touches on his new version of the bio-mutagenic accelerator as he kept a close eye on the clock. Shadow Cell would be returning soon and with them, they would bring one of the final components necessary to make his glorious machine work at full capacity. He was so close now…So very close that he could feel it. His machine was almost ready…It just needed a few more components and it would be ready. So many years of toil were all coming to ahead…His dream, his vision, his ultimate goal…It was so incredibly close that he could practically taste it.

Magnum had done a good job at keeping the GURSO unit at bay and procuring the necessary parts for him to make the additions to his machine that he needed. With such strict secrecy, the entire base had to be kept out of the loop with this one and that was no easy task. But the big meeting in Washington seemed to distract everybody just enough for him to put everything together. However, he knew that it was still a race against time…And if he was to make this happen, he needed to make every second count.

"Almost…Got it…There!" said Dr. Essex with great enthusiasm as he locked in the final components to the bio tanks and made his way over to the computer mainframes, "Finally…It's all coming together. As soon as I have the stone…There will be no stopping me! Humanity has had it's time…And they have foolishly squandered it. Now it's time for a new species…A new hope…A new future that will lead this world into a golden age that shall last forever."

Then, as Dr. Essex began loading some of the final software components to the main computer arrays, he was suddenly brought out of his eager daze by Magnum's sudden entry. And from the looks of it, she didn't have good news.

"Nathanial…Something's come up," she said in her heavily accented tone, "It appears our cover might have been blown."

"What!" he exclaimed, not wanting to hear such news when he was so incredibly close, "What happened? I thought you took care of it!"

"I did…" she said sternly, "But apparently that Colonel had an ace in the hole. I told you he could not be trusted!"

"Damn him…" he grunted, for if ever there was a single obstruction in his meticulously well crafted plan…It was that unruly Colonel, "What's he done? How did he find out?"

"He had agents in the GURSO unit and among the staff keep a close eye on things and they must have reported our deceptions," answered Magnum in a stoic tone, "Now he's initiated one of the emergency protocols that gives him full authority to neutralize Shadow Cell. And if I know that son of a bitch like I know I do…He won't waste a second in taking them out."

Dr. Nathanial Essex took a moment to process this, for he knew full well that such complications were indeed possible at this stage…Especially given how elaborate their ploy had been. But now that he was dealing directly with the Colonel, it was going to make matters much more complicated. However, as always, Dr. Essex had a plan to deal with this…Because he was certainly not going to let some paranoid deadhead like the Colonel get in the way of his ultimate goal.

"I suppose I shouldn't be surprised," said Dr. Essex with a sigh as he regained his composure, "I had a feeling from day one that the Colonel would get in the way at some point down the line. But luckily, I have prepared for such things and it shouldn't impact the overall progress of my plans. In fact…I think this could work well in our favor."

"So what do you intend to do, Nathanial?" asked Magnum, ready and willing to follow any orders.

"My dear…" he said with a sneaky grin, "Do you really think that our beloved students would simply roll over and allow that Colonel to blow them away after everything he's put them through? Have you not been teaching them the folly of men like him since their arrival?"

"But they're still soldiers, Nathanial…" argued Magnum, "Their loyalty is to Shadow Cell. They have never disobeyed an order from a superior officer, be it from the Colonel or otherwise."

"Yet above such strong discipline…How many times have our words superceded theirs?" reasoned Dr. Essex, "We let them grow emotionally attached for a reason, Magnum. They are my creations…My children…My pride and my joy. But at the same time…It is us that they seek guidance from…It is us that they turn to in their darkest hour. And for that reason…I believe that they will make the right decision. And when they do…That's when we make our move."

"You mean the stone?" she concluded, knowing how important that one relic was to this whole deal.

"Exactly…The key priority is the stone," he told her as he opened up the primary core of his device, "What we must do is set up an escape route for our children so they can get away from the Colonel's assault. They're strong, so it need not be very large. And along the way…We must be there to get that stone. And we must do whatever is necessary to buy time in the Colonel's good graces. Once we have the stone…Then the rest of the process is simple."

The plan wasn't nearly as big or elaborate as the rest of his actions…But it was simple and logical…Exactly the kind of plan they needed in order to keep things going along. However, there were still a few details left unanswered.

"But what about afterwards?" inquired Magnum, wanting to know every last detail possible in order to best carry out her duty, "Once we have the stone, what do we do about Shadow Cell?"

"Simple Magnum…We let them escape…And we make sure that they have the means to do so," he said in a smart, collected tone, "I'll need you to make a few preparations with the GURSO web while I make a few of my own. The key is simply to give them an opening. They know that once the order is given, the GURSO unit will not stop until they are all dead. But assault or not…Once they escape, they will plan to return. Keep in mind, they are still our students…They are still our children. This is their only home…Their only cause…Their only purpose. We need not lift a finger once we have the stone…For in the end, their sense of honor and duty shall do all the work for us…"

With an affirmative nod, Magnum understood what he was getting at and it made perfect sense. She knew her students…She knew them inside and out probably better than they knew themselves. She taught, trained, and nurtured them almost as a mother would…And it was exactly that level of attachment between her, Dr. Essex, and the five mutant soldiers that would ultimately drive the success of this very ambitious plan.

* * *

Night had fallen over the skies of Shadow Cell HQ as the five mutant soldiers made their final approach to the base in the high tech F-32 Super Raptor that they had used to carry out the final part of their mission against Magneto. They had with them the sacred stone that would have driven a device that would have given the master of magnetism near god like power…Thus successfully preventing yet another catastrophe that could have spelled doom for humanity.

This mission had been unlike anything they had ever faced before in all their years as Shadow Cell soldiers. They had gone up against the Brotherhood, the X-men, and Magneto…Yet they still came out on top victorious…At least, that's what they believed. They still were not too happy with themselves for attacking civilians. No matter how much they kept telling themselves otherwise, their conscious wouldn't stop bugging them. It was the first time that they had been given an order that conflicted with their code of honor and even though it had been given to them by their mentor, Dr. Essex, it still didn't make them feel any better. And chances were, this was going to hang over them for some time.

For some, however, the mission had other points of trauma and confusion…Especially for Wanda Maximoff, who had come face to face with her estranged twin brother for the first time in ten years and had been so close to actually facing her father once again. She so desperately wanted to have a chance to make them answer for their crimes against her on that fateful day they threw her away…But the mission came first. And for now, her team…The only thing on the face of the planet she considered family…Came first.

In addition, Wanda wasn't the only one to have faced something difficult with the mission. X23 had also encountered something she hadn't expected…The original Weapon X whose blood created her. Throughout the mission, that fight between them played over and over again in her head…Often focusing on that one moment where she had a chance to kill him…But couldn't. It was difficult for her to process the impact of coming face to face with that man had on her and she was still trying to make sense of it…But for now, the mission was all that mattered to her and once it was over, she would have plenty of time to think about it and maybe even talk about it with her friends.

"Okay, looks like we're clear to land," said Scott as he took the plane down past the cloaking field and towards the airstrip, "Magnum's instructions were right on the nose. I don't see anybody out there."

"I wonder how she managed to pull that off," pondered Vincent.

"Knowing her, we can only speculate," made X23 as Scott skillfully descended towards the area of the strip were Magnum had instructed them to land.

"Right…But what about this stone?" inquired Jean, who had the sacred relic in a small bag strewn along her side, "Why do you think Dr. Essex wanted it intact? If we really want to make sure that Magneto never got a chance to unlock it's power, shouldn't we destroy it?"

"Hey, if Dr. Essex wants it intact, he's probably got a good reason for it," reasoned Vincent, "Maybe he wants to study it or something. Or maybe he'll send it to that bureau that researches paranormal forces like we did with the monolith."

"Who knows…" said Scott as he activated the vertical thrusters so he could make an easy, vertical landing, "Let's just get it to him and get back to our routine before anybody becomes suspicious. We've been off the radar for four days and for us, that's four days too long."

"No kidding…" said Wanda as she and the plane vibrated from the force of the thrusters, "I'd hate to think what would happen if the Colonel found out."

Then, with one final touch of the controls, the advanced fighter jet landed easily upon the hard pavement of the airstrip right alongside a hanger on the far end of the base. They didn't see any guards or personnel, so they assumed they were in the clear. Once they killed the controls for the aircraft, they began to file out of the cockpit, feeling as though the mission had finally come to a successful end.

The airstrip seemed deserted and the night was quiet around them for the most part…Almost giving it an ominous feel since they were so used to seeing it brimming with activity. But the five mutant soldiers kept their trust in Magnum and Dr. Essex and felt secure in everything they had helped them with thus far.

"So what do we do next?" asked Jean as they made their way towards the hanger, "Didn't Magnum say that we had to go in a certain way in order to avoid the sensors?"

"Yeah, but she also said she'd be able to shut them down temporarily," said Vincent, who remembered the instructions perfectly, "If we go through the main fueling area and work our way around the maintenance bay, then we should be okay to get back down to the main corridors."

"Sounds like a plan to me…" said X23 as they neared the hanger, "The sooner we get back to protocol, the better. Because if anybody finds out about this mission, then we…"

However, X23 didn't get a chance to finish as Jean suddenly froze in mid stride, causing everybody to stop as well. They could tell she had sensed something…And for it to make her stop at a moment like this, it had to be something important.

"Jean…What's wrong?" said Scott, sensing her disposition through their link.

"I…I'm not sure," she said as she clutched her temples, "But…Something's not right here…I can sense it."

They all trusted Jean's telepathy in the utmost and they knew that this was serious. And given what they had just been through, there was no telling what it could mean. But before they could even begin to contemplate what was going on…The huge, hanger door suddenly opened…Revealing a vast swarm of GURSO soldiers with the Colonel in the center of it all.

'Oh shit…' they all collectively thought as they suddenly found themselves surrounded on all sides by fully armed GURSO soldiers, all of whom had their weapons primed and ready to blow them away.

None of the five mutant soldiers made any sudden movements as every conceivable area around them was covered by the heavily armed anti-mutant soldiers. From front to back, left to right, top to bottom…They were completely and utterly surrounded. It was their worst fear come to life…Their cover was blown. And the Colonel definitely wasn't too happy about it.

"Guns…Down!" he ordered them as he stepped forth amid the dozens of fully armed soldiers.

Not saying a word, the five mutant soldiers did just that and removed their guns from their holsters and dropped them to the ground.

"Hands where I can see them!" bellowed the Colonel as he took another step closer to the five mutant soldiers.

Again, none of them hesitated in following the orders. They knew that this situation was very serious because one of the major protocols that the Colonel had reminded them as often as he could was that the second they showed any signs of rebelliousness…They would be blown away. And while they were surrounded with no way out, no soldier fired upon them…For they were still waiting for the Colonel's orders. But first…There were certain matters he wanted to take care of.

"I knew this day would come…" said the Colonel as he casually walked about the five unmoving mutants as they all stared back at him with a stoic expression upon their face, "I knew you freaks couldn't be trusted. For all your success…All your showboating…And all the orders you so dutifully followed…I knew it was only a matter of time."

A look of utter distaste came upon the five soldiers as they looked back at the man who had done nothing but ridicule and demean them no matter how loyal they were. But no amount of scolding could take away from the sheer animosity that was in the Colonel's eyes as continued to walk about the trapped soldiers like a vulture circling it's prey.

"I guess I was right to be suspicious…" he affirmed as he now stood a mere couple of feet from the five soldiers, "I guess I was right to have a few backup plans just in case you five decided to go rogue. Did you really think I wouldn't be prepared? Do you really take me for that much of a fool?"

Scott, Jean, Vincent, Wanda, and X23 wanted nothing more than to tell this man to fuck off, but he was still a superior officer and they were still soldiers. Too much of that loyalty and commitment was engraved into their minds and no matter how much they hated the Colonel, they couldn't bring themselves to even respond. It was a fact that the Colonel knew all too well and he seemed to be exploiting it to the max as he stood before he five soldiers unafraid and undaunted.

"Now you do know you are going to face serious punishment for your indiscretions…" he told them sternly, "You do know that there is nothing keeping me from giving the final order to have my GURSO unit blow you all without a moment's hesitation. But while I may not be too fond of you and your kind…I am not without mercy."

Then, the Colonel's demeanor shifted to one of greater curiosity as he began to pace back and forth before the unmoving, unflinching mutant soldiers who had faced life or death moments like this before…But never in this regard.

"You all may be freaks…But you are still soldiers," he said as he looked into the eyes of each and every one of the five mutant soldiers as they stayed stoic even in the face of such great force, "And whatever it is you have done…You must have done under the orders of another. Now I'm more than capable of simply letting that mystery go unanswered and see to it that you five are wiped out without a trace…But you have a chance to prolong your lives…And you have to do is tell me…Who ordered this? And what was your objective?"

Even in the face of such an offer, the five mutant soldiers didn't flinch. They were willing to betray people like the Colonel…But they were NOT willing to betray their mentor, Dr. Essex. And as much as the Colonel hated keeping them alive any longer than they had to be, he was still intent on finding the truth…But given the kind of training these five had gone through, they were certainly capable of holding off any such information no matter what was done to them.

"Am I speaking too softly for you!" shot the Colonel, quickly growing frustrated, "I asked you a question, soldier! Who ordered this? Was it Dr. Essex? Was it Magnum? Was it some other crazy fuck you've been keeping in the loop from the outside? Who! Tell me! Tell me or I blow you all away!"

His words had no affect on the five mutant soldiers who were taught not to fear such things like pain and death. As frustrated as he was, he knew he had to find out the mastermind behind this. He had his suspicions, but he needed confirmation. But Shadow Cell seemed to know that and even if he was going to blow them away, that didn't mean they couldn't pay him back in some ways for everything he had put them through.

"Not going to tell me?" he said, his tone still simmering with resentment, "Can't say that surprises me…After all, you five are the best trained soldiers on the face of the planet. I could probably torture you all for days on end and you still wouldn't break. And if you're not going to tell me now, then I suppose it's logical to assume that you'll never tell me what I want to know…But I'm warning you…This is your last chance! Are you really willing to let it all end right here!"

Scott, Jean, Vincent, Wanda, and X23 were truly at wits end…They were surrounded on all ends, facing firepower that rivaled entire countries, and listening to an idiot psycho babble on and on about how he was going to enjoy watching them die. For years, they had been completely and utterly loyal to Shadow Cell and their cause. They never disobeyed an order, they never complained about a task they were given, and they always succeeded. Now, because of one discrete task which probably saved the human race again from tyranny, the Colonel was going to blow them away and not lose a second of sleep over it.

At the same time, their thoughts drifted back to some of the things Dr. Essex and Magnum had told them over the years about fighting for themselves and not just for the organization. Pretty much every other officer and drill sergeant they had faced since joining had taught them just to follow orders…But Dr. Essex and Magnum had always taught to fight from within and never just keel over and die. But this wasn't a mission or an enemy they were facing…These were the GURSO soldiers that had pretty much lived beside them all throughout their training. And most of all…This was against a man that was their superior officer…A man who they weren't too fond of, yet a man who they always obeyed and followed without question.

Then, some of the GURSO soldiers began to close in on them, gradually inching their way closer and closer to them like a snake in the grass sneaking up on it's unwitting prey. Every last one of them had their fingers on the trigger of their high tech guns, each of which was specifically designed for one purpose…Kill. The Colonel remained completely indifferent in wake of this…Not caring in the slightest that these five mutant soldiers were the reason he had won back his prestige and notoriety. All that mattered to him were the protocols…And the old dogmatic beliefs that he had long harbored against mutants…Which he finally had a chance to act on.

"Last chance Shadow Cell…" he warned them, "Don't make me do this. Cooperate and you may live to continue the fight. Are you really willing to have it end like this? Are you really willing to just stand here and die!"

But still, the five mutant soldiers said no words even as the GURSO soldiers were only a few feet away from them, eagerly awaiting the final order. However, even as the Colonel continued to pace in frustration, a plethora of thoughts continued to stream through their minds like a mantra…Wondering how they were going to get out of this one.

'Shit…Shit!' cursed Scott, keeping his expression cold as he looked down the barrel of a dozen high tech guns, 'How in the hell did he find out about this? I thought Magnum said she'd take care of it?'

'I guess the Colonel had a few secret plans of his own…' said Vincent, thinking now that they should have known better, 'But is he really going to blow us away just for this? After everything we've done? All the sacrifices we've made?'

'Believe me, Vince…He's going to do it,' sent Jean with a grim tone, 'I can sense it…He wants to so badly…He's been waiting for this for a long time.'

'Then what do we do?' sent Wanda, feeling her powers simmer, yet still holding back because of her duty as a soldier, 'This guy can't be reasoned with!'

'I don't know…' replied Scott, 'I really don't. I mean…What we did was a major breach of protocol. He pretty much obligated to blow us away now.'

'But we just stopped Magneto for crying out loud!' growled X23, feeling almost as if she was back at Hydra now that she was surrounded by a bunch of heartless soldiers, 'We were only doing what we were trained to do! And he's going to kill us for that?'

'Yes…' sent Jean in a solemn tone, not wanting it to end this way either…Not after everything they had done together, 'It's what he's obligated to do…It's what he wants to do!'

'But what about Dr. Essex?' thought Vincent, 'And what about Magnum? What's he going to do to them? And what about the stone?'

A heavy silence fell over the five soldiers as they remained cold and hard even in the face of such a grim scenario. Many questions continued to hold strong in their minds…Questions not just about Shadow Cell and the things they had experienced since that fateful day they chose to join…But questions concerning what would happen if they were gone. Even with all the duty and service they had given the organization, it was still their beliefs…Their faith that drove them time and time again to victory on the battlefield. It was something no drill sergeant or officer could touch. Not even Dr. Essex and Magnum could truly grasp it, for it was the one thing they all collectively held dear as their own in a world where everything else was interconnected in some form or another.

And as such thoughts continued to assail their minds, the Colonel seemed to grow tired with all the silence. He had given them a chance to come clean and possibly extend their lives…But now that they had breached protocol and gone outside Shadow Cell's authority, there was only one end to it all…One possible solution…Termination. And it was now or never.

"Pity…" said the Colonel, further fueling the discontent of the five mutant soldiers, "But no matter…It's not like it would have made a difference in the outcome. You dutifully served your purpose…Now I'm dutifully serving mine. Any last words?"

A look of utter hatred consumed Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 as they listened on to this cold hearted, paranoid, asshole who had only served to make their lives more of a living hell than they already were. Yet despite this, they remained obedient and dutiful as the true soldiers they were…But at the same time, something else began to brew within them…Something that simply kept telling them not to let it end it like this.

"Colonel…" said Scott, causing the high ranking officer to turn around, looking quite surprised to hear a voice of any kind from the five mutant soldiers.

"Ah…At last, one of them speaks," he said with a snide grin, "Care to make it any easier on you and your comrades?"

Scott just looked back into his superior's eyes with a cold glare and said what he had been wanting to say for a very long time now.

"Fuck you…"

The Colonel's expression immediately fell to one of utter annoyance as he let out a frustrated grunt.

"That's it!" he exclaimed, "That's what we've come to! From 'I only regret that I have but one life to give to my country' to 'fuck you!'"

Despite his outburst, the five mutant soldiers got a small bit of enjoyment out of that, for it would leave this unsavory man something to remember them by. But enjoyment or not, it wasn't going to change what was about to happen to them. The protocols explicitly stated that there was nothing they could do and they had to obey their orders and face their punishment.

However, in wake of carrying out this one fateful mission…This mission that had been completely outside the usual protocol and racket that so often consumed every other task they had so dutifully accomplished…They found that such things were not necessary to carry out a task. They didn't need orders, support, or backup of any kind…Just the air in their lungs and the heart in their chests. That alone was enough to carry out the mission…And even though they were now practically facing the organization that made them who they were today…There was still always the mission…And each other.

"That's it…" said the Colonel as he threw his arms up in frustration, "I've officially had it! Kill them! For the love of God, please kill them now!"

They now had their final order…They now had everything they needed to blow them away and nothing was going to stand in their way. Yet as the GURSO soldiers stood ready to carry out the duty they had been so ardently trained for over the years…Something was happening in the minds of the five mutant soldiers.

'Guys…I guess this is it,' sent Jean as the final seconds came and went.

'I know…' sent Scott, 'And I think we all know…There's only one way out of this.'

If any of them had the capacity to do so…They would have smiled at those final words, for Scott, Jean, Vincent, Wanda, and X23 now had a decision to make…And it was now or never…Life or death…Surrender or glory.

'Right…' sent X23, knowing exactly what he meant as two GURSO soldiers now had guns pointed at each side of her head.

'Everybody…' sent Scott, knowing this was probably going to be their most challenging task yet, 'Marines often say, 'He who dares…Wins.' And last time I checked…We're soldiers. It's just a matter of whether or not we're willing to take a chance…And make a choice. And I think we all know what choice that is…'

Not even needing a response, the next words that went through their minds said it all…For it was finally time for Shadow Cell to take matters into it's own hands.

'Kuwabara…Kuwabara…'

"So long freaks…" said the GURSO soldier pointing his gun directly at X23's head.

Then, in the span of an instant…X23's claws suddenly popped out of her hands and with lightning fast reflexes, she knocked the two high caliber, high tech guns out of their hands and turned them back against them. And upon facing the barrel of their own gun, only one thought went through their minds.

"Oh shit…"

Then, with two simultaneous blasts, X23 blew the brains out clear out of their heads, sending the two limp bodies to the ground. And upon seeing this…All hell broke loose.

"KILL THEM!" yelled one of the soldiers.

"Shadow Cell! Smoke screen!" yelled Cyclops as their years of training took over.

Suddenly, both Cyclops and Vincent used their powers to blast the ground around them through optic blasts and raw muscle, kicking up a thick layer of dust that erupted from the small area where they had been standing, momentarily disorienting the GURSO soldiers as they began to open fire blindly into the cloud.

"SHOOT THEM! DON'T AIM, JUST SHOOT THEM!" yelled one of the many sentries.

Yet with two of the high caliber guns in hand, X23 quickly traced the voice of that order with her sharp sense of hearing and fired the powerful weapons quickly and precisely, effectively taking them down. The rest of the ammo in the guns were used to take down the sentries that had been placed on the roof and in the distance…But it quickly ran out and the dust was quickly settling as the next few moments were truly tense.

"Everybody, think fast!" said Phoenix as she ducked down low and used her telekinesis to fling everybody's guns back towards them…All of which they easily caught.

"Yeah! This is more like it!" said X23 with a feral grin as she held in her hands her beloved guns and began to agilely move about in a complete 360 degree motion and fire shot after shot into the heads of the unwitting GURSO soldiers.

With their guns back, the five mutants of Shadow Cell now had their mode of attack, and with the help of telekinetic shielding from Phoenix and hex bolts from the Scarlet Witch, they had an effective defense to work with. Yet this didn't stop the well trained GURSO guards from swarming the area, firing indiscriminately towards them as they all immersed themselves in the crowd and confusion, using CQC, their powers, and their guns to take down as many as they could.

Cyclops cleared away huge clusters of guards with powerful optic blasts, but was forced to step up the intensity as more and more surrounded them as he began tapping more energy and directing it in larger bursts. Phoenix stayed close by him like always, keeping her telekinetic shields up and frying as many GURSO soldiers as she could with her pyrokinesis. But their special suits made it easy for them to withstand such force and some of them didn't go down even after direct hits.

Such tenacity was shown as well over with Mayhem as he used his super speed to avoid the high powered rounds designed to kill even him. His speed allowed him to get off many good shots with his guns, but there were so many of them that they got close enough to grab him, which he in turn countered with CQC, snapping their necks shattering their tough suits…Yet still, they continued to swarm like a pack of angry locusts.

The Scarlet Witch wasn't having any better luck as she used her hexing powers to deflect as many rounds as possible…But there were so many that she was forced to dodge them as she frantically returned fire with her guns, sometimes managing to use CQC to get a human shield in the way of the rounds to protect her when she needed it. But the more time that past, the more Shadow Cell found themselves falling back.

"Watch the rounds everybody!" shouted Cyclops through the melee, "One shot from them is one shot too many!"

"Ugh!" grunted Mayhem as one round exploded right at his feet, "No kidding!"

X23 was still using her superhuman gun slinging tricks to hold back the swarm of guards while taking down those close by with her claws…But no matter how many she or her comrades took down, they still kept coming. And soon it became clear to all of them that this was a losing battle.

"There's too many of them!" shouted Phoenix as she tried to use a wall of fire to slow them down, which actually didn't help much, "We have to fall back!"

"Right!" said Cyclops in agreement as he charged up his body and unleashed a high powered burst that temporarily knocked back many of the surrounding soldiers, "Everybody, into the hanger!"

Not having time to consider any other options, the five mutant soldiers plowed used what little opening Cyclops had managed with his blasts to scramble into the large hanger. Phoenix and the Scarlet Witch were forced to blow several contingents of soldiers back even more with their powers as they continued to aggressively storm them as they were so well trained to do.

Surprisingly, the inside of the hanger wasn't as fortified as they had thought…Thanks unknowingly to Magnum, who merely watched as they passed though the melee from the shadows, making sure they continued to do exactly as she and Dr. Essex had planned. And so far…All was going well. It was just a matter of Shadow Cell doing what they had been trained to do.

Back with the GURSO unit, the Colonel had taken cover during the melee and had been barking out incoherent orders ever since. He knew that the five mutant soldiers were crafty little devils, but he had no idea they'd last this long against a contingent like this. To him, they should be unrecognizable corpses by now and the longer they lasted, the more enraged he became.

"GOD DAMNIT! WHAT ARE YOU PRICKS WAITING FOR! GO AFTER THEM! KILL THEM! DON'T LET THEM GET AWAY!" he yelled at the top of his lungs, prompting many GURSO soldiers to step up the assault as they stormed the hanger in hot pursuit of their targets.

"Come on! Let's go! This way!" some of the reserve leaders ordered since many of the regular field commanders had been easy targets for the five mutant soldiers.

For Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch, it was a rough path ahead as they passed through some of the maintenance areas, turning back at times to return fire from the approaching guards, but that didn't slow them down in the slightest. At times, Cyclops and the Scarlet Witch would turn around and unleash an intense wave of ruby red blasts and hex bolts in an effort to knock them back, but they just kept coming without fear or any sort of hesitation.

At times, they managed to pull down debris from shelves and low hanging ceilings in an effort to create barriers for the GURSO soldiers to cross, but they just blasted them away with their high powered guns and kept coming. A few even appeared ahead of them, but they were easy prey for X23's superior gun slinging and Mayhem's super speed attacks.

Finally, they managed to get to the main fueling area which had a special connecting corridor that led down a maze of interconnecting walkways through the base that they could use to make their escape. And since they knew the security of the place pretty well, it was a safe bet that many of the innermost areas were locked down with security, leaving them only one option…The garage area loading dock. But getting there was definitely going to be a challenge.

"Damn! They just keep coming!" grunted Cyclops as he fired back several optic blasts at a few guards, but a couple of them managed to get back up because of the protection their suits gave them, "We can't fight them all off!"

"Then we'll just have to buy ourselves a little time…" said Phoenix as she looked at some of the fuel tanks.

"Right…" said Cyclops, who had a pretty good idea of what she was thinking, "Shadow Cell! Hurry! Into the corridor!"

Not wasting any time fighting off any more GURSO soldiers, X23, Mayhem, and the Scarlet Witch scrambled into the walkways while Cyclops unleashed several more optic blasts to give them a few more precious seconds. After that, it was all Phoenix as she used her telekinesis to dislodge one of the heavy tanks containing many gallons of volatile jet fuel and fired a single pyrokinetic burst to ignite it.

"Everybody fall back!" yelled one of the GURSO soldiers as they saw this and scrambled to get out of the way.

However, it was too late for some as the fuel tanks reacted with the flame and erupted in an explosion that ripped through the entire hanger, taking out a few guards, but mainly injuring those caught in its immediate blast. Both Cyclops and Phoenix scrambled to get out of the way and catch up with the others, but they knew that even this was only temporary and they had to get out.

"Come on! We have to get to the garage!" said Cyclops as he and Phoenix met up with the others and they made their way down the corridor.

"You think they're stupid enough to leave us something to hot wire?" asked Mayhem, who didn't know if it was a gamble worth taking.

"Let's up hope so…" said Cyclops, not liking it either, but knew it was their only hope.

They continued to run down a seemingly endless array of walkway, passing numerous secured checkpoints along the way…Some of which opened to reveal GURSO soldiers, but they were quickly able to take them out with a few well placed shots and a little CQC. It was a long, hard path for them to take…And not just because of the guards. They were fighting in their own facility…Storming through the only place that was home to them. They had nothing to go on but adrenaline and no mission to carry out other than survival. But this was mission enough to them, for they refused to go down without a fight…That much they were always willing to do, for Shadow Cell or not…They were still soldiers.

"We're almost there!" said Phoenix as she turned back and engulfed several GURSO soldiers in fire, "But I sense a lot more minds coming our way!"

"Then we better hurry…" said Cyclops as they approached one of the sealed doors that lead into the garage, "Come on Mayhem…We'll need to do this one together!"

Upon the final approached to the garage, they were met with one of the super heavy, reinforced steel doors that were meant to contain any and all intruders. But if they could break down the door in Magneto's vault, then they could break this piece of junk down too. Phoenix, X23, and the Scarlet Witch covered them with gunfire, hex bolts, and telekinesis as Cyclops channeled as much energy as he could to give him a temporary burst of super strength while Mayhem dug his fists into the hardened steel. It didn't budge at first, but after a steady effort, the two powerhouse mutants managed to dislodge the door from it's structure and open the path down the last corridor.

"Come on! Let's go!" yelled Cyclops as everybody quickly filed out.

Then as they scrambled into the narrow walkway, Phoenix telekinetically lifted the heavy steel door and forced it back into place, giving them yet another barrier between them and the GURSO soldiers. However, even that would be only a temporary hold as their narrow window of escape grew increasingly strained.

"That's not going to hold them for long…" said the Scarlet Witch as they neared the exit into the garage, "Let's just find something that runs and get the hell out of here!"

Then suddenly, just as they neared the final stretch, somebody jumped out from the last security check. Instinctively, the five soldiers readied their guns and prepared to blow whoever it was away…But they were quickly stopped before such action could be taken upon seeing just who this lone obstructions was.

"Dr. Essex!" exclaimed Mayhem as he and the others quickly lowered their weapons.

"The stone…" he simply said in a deep, serious tone.

"What?" said Phoenix, who still had a sling around her waist that had the mysterious relic they had extracted from Magneto's base safely tucked away.

"The stone!" he said in a more forceful tone, "Do you have it!"

Feeling a bit surprised by their mentor's brashness, Phoenix nonetheless removed the sling and showed him the stone. And as soon as Dr. Essex saw it, his face lit up like a Christmas tree.

"Excellent!" he said as he eagerly took it and held the powerful relic in his hands, "I knew you wouldn't let me down my children!"

"Sir!" exclaimed Cyclops, "How did the Colonel find out! What do we do now that they know we're officially rogue!"

Dr. Nathanial Essex felt a wave of excitement overcome him as he looked upon the precious stone that held so much power. At last, he had the most important piece he needed in order to turn his ultimate dream into a reality…And now all that was left was to allow time to do it's thing. And time is something Dr. Essex had plenty of.

"You've done everything I've required of you, Shadow Cell…" he said proudly as his gaze remained locked upon the stone, "Every task…Every mission…Every possible goal I have set for you…You have completed with the most utmost efficiency. Now finally, it's all coming to ahead. I'm sorry…But this is the way it has to be. And all you have to do…Is play your part."

"Play our part?" said Phoenix in a confused tone, "What do you…"

"Guards!" he yelled back down the hall as he ran back towards the last security checkpoint that they had passed just moments ago, "I found the rogue subjects! They are in the bottom level of the parking garage! I repeat, they are in the bottom level of the parking garage! Hurry! They're getting away!"

Feeling completely and utterly shocked at Dr. Essex's sudden turn of actions, the five mutant soldiers were forced once again to act on instinct as they quickly scrambled away from the area and ran down towards the far end of the garage. Behind them, they heard GURSO soldiers storming out of the checkpoint where Dr. Essex had radioed in the report, forcing them to pick up the pace.

Then, against all odds, they came across the same jeep they had used when they went on their mission to Xavier's and the Brotherhood. It was just as they left it…Thanks unknowingly to Magnum…And ready for them to use. And as the footsteps of the GURSO units drew nearer and nearer, Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch were left with no other choice…But to flee.

"Finally, some luck…" said Cyclops as they quickly piled into the jeep with him taking the wheel, "Hold on! We're going to need some cover fire!

"You've got it!" said X23 as she and the Scarlet Witch stayed in the back, firing off a maze of rounds at some of the GURSO soldiers that had managed to catch up with them.

Phoenix and Mayhem stayed up front, using energy blasts and telekinetic bursts to clear out any obstructions as Cyclops put the petal to the metal sped out of the garage and towards the exit. Surprisingly, there weren't a lot of GURSO soldiers in the way out front…Thanks again to Magnum's secret influence…But neither of the five mutants even thought about that as they blasted through the three major checkpoints in the front and made their way out of the cloaking field…Effectively escaping Shadow Cell's security blanket.

"We're out…We made it," said the Scarlet Witch with a sigh of relief as they all took a moment to catch their breath in wake of what just happened.

There were a few tense moments as they made their way down the narrow, unpaved roads that led out from Shadow Cell's base. In order to avoid further detection, Cyclops veered the jeep off the roads and cut through several wooded areas before they finally got to the main road. But once they were finally out of the grasp of the organization they once called home…Many conflicting feelings came back to haunt them.

"What was that all about?" said X23, breaking the tense silence as they all settled into their seats, "Why did Dr. Essex report us? And how did he know where we were?"

"I don't know…" said Mayhem, shaking his head in confusion, "Maybe because he thought that's where we'd logically go…But if that's they case, then why on Earth did he just want the stone?"

It was a curious matter…An enigma that only seemed to generate more confusion amongst the proud soldiers that had never encountered a challenge such as this before. Their own home…Their own officers…Their own mentors that they had placed so much trust in…Had just betrayed them. After everything they had done…After all the dutiful service they had given them…They just turned on them as if none of that had mattered.

"I don't know either, Mayhem…" said Cyclops in a grim tone as he simply kept his eyes on the road, mainly just to have something to focus on, "But there had to be a reason…There's always a reason. We just have to find out what it is…"

"But…Why would Dr. Essex betray us?" mused Phoenix, who still couldn't believe that the man she looked up to as if he were a second father had just sold them out, "It's as if we didn't matter…"

"No…I think there's more to it than that, Phoenix," reasoned the Scarlet Witch.

"What do you mean?"

"I mean the things he said…The things about us playing some sort of part in something…It was as if he was implying something that we already knew," she said, thinking it sounded like the most logical explanation.

"You're right…" said Cyclops in agreement, "Something's up…There's a lot more to this than betrayal. We just have to find out what and determine our next course of action…"

"But what could it be?" asked X23, finding it hard to ascertain just why this was happening.

"That, X…Is what we're going to find out," said Cyclops, "We just need to lay low for a while and think…And hopefully, we'll find some answers before it's too late…"

* * *

Back at the base, the Colonel was fuming. Actually, to simply say that he was mad would have been the understatement of the millennium. He was like an erupting volcano…Yelling, cursing, and screaming at his unit and the officers that had come back with him at their failure to take down what they had been so ardently trained to do. Dr. Essex and Magnum were there, acting completely indifferent to the whole matter…And secretly a bit amused at the temperamental man's actions. But they kept their neutrality as they listened to the raging officer vent.

"IDIOTS! FOOLS! DUMBASSES! INSUBORDINATE PRICKS!" he yelled as he paced angrily back and forth, "YEARS OF TRAINING AND THE BEST WEAPONS MONEY CAN BUY…AND YET YOU FAILED! YOU FUCKING FAILD AT THE ONE THING YOU DEADHEADS WERE TRAINED TO DO!"

"Well with all due respect sir…" said one of the sergeants, "There were several unexpected holes in the web…Holes that Shadow Cell were able to exploit in they're getaway."

"DON'T YOU THINK I KNOW THAT!" he shot in response, "I INSTIGATED THESE PLANS! I KNEW THE LAYOUT! AND I KNOW THERE WERE NO FUCKING HOLES! SO WHY WERE THEY THERE! HUH! WHY THE HELL WERE THERE HOLES FOR THOSE FREAKS TO USE!"

Nobody said a word, for they didn't want this crazed man to grow any more enraged…If that was even possible. It took a moment and a few more streams of incoherent cursing before the Colonel's voice was finally lowered his voice.

"We are supposed to be a unit specifically dedicated to containing mutants…And if we can't even do that, then what the hell was all that training and money for?" he mused as he walked along some of his GURSO field captains, "Now we have five super powered soldiers out there running loose, capable of reeking untold levels of havoc. And now that protocol 666 is in effect…I am the one in charge. Not the General…Not the higher ups…But me! And we WILL find those freaks! We WILL neutralize them! From this point on, Shadow Cell is officially under my control…And our only mission now is to take those freaks down once and for all!"

* * *

AN: Oh how the tables have turned! Shadow Cell is officially rogue! Now they have to fight against the organization that made them who they are in order to survive. Will they be able to do it? Will they be able to succeed? And now it seems there's a new agenda up and running and Dr. Essex seems to be pulling the strings! Now the action is definitely going to heat up as secrets start to unravel and everything begins to fall into place! Stay tuned to see where it goes, because trust me…It'll be something you won't want to miss! So what do you think? Have you enjoyed this story thus far? Please tell me! Send me your reviews via email or post them on the fanfiction website! Thank you all very much for reading and I wish you all the best!

IT'S GETTING TENSER BY THE CHAPTER! KEEP REVIEWING TO KEEP THEM COMING!


	34. Hidden Agenda

**Sinister Soldiers  
Chapter 34: Hidden Agenda**

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* * *

It's heating up! Before I begin, here's a quick shout out to all my kind reviewers!

**KaliAnn: **You're right, the situation is not looking too good for anybody at this point. Dr. Essex and Magnum are now holding all the cards and Shadow Cell has a lot to take in. But things are just beginning to heat up now! Wait till you see the action up ahead! Thanks as always for the wonderful support! I appreciate it! You rock! Peace out!  
**Silverdash: **Hey! Nice to hear from you again my friend! And just in time too! Things are really starting to heat up now! As for that story of mind you want to add to your C2, go right ahead! I don't mind! Thanks a ton for the review and it's nice to have you back!  
**Heartsyhawk: **Yeah, I know it's getting pretty crazy now, but rest assured it's going to get even more chaotic with the events to come! I really hope you like it and if you thought the action in "Extermination" was intense, wait until you see what I have planned for this! As always, I deeply appreciate and value you're support my friend. It really means a lot to me. You totally rock! Peace out!  
**Howlerdrode: **Oh yeah, things are definitely beginning to fall into place now! But in regards to the Colonel, no he's not William Stryker…Although that would make a lot of sense. However, rest assured the answers will be revealed in due time. I know there's a lot to consider like with Magnum's motives and why Xavier would help Shadow Cell, but trust me, it'll come my friend! Thank you very much for your kind review! Peace!  
**Jenskott: **Glad I could brighten your day my friend! And in regards to the Colonel, I believe I mentioned that he had agents in GURSO that reported unusual activities to him and that's how he found out. Now Shadow Cell has to make sense of all this and why it happened while Dr. Essex continues with his plans, which by the way shall be revealed in due time! Thank you very much for the review my friend! You rock! Peace out!  
**Agent-G: **Yep! Gotta love the action bits! And now that Dr. Essex has the necessary resources, he's got pretty much everything he needs for his plan. All that's left is to have the pieces fall into place, which shouldn't take too long given how fast things at Shadow Cell move. With the fallout, they're going to need a plan now, but so far Dr. Essex still has the upper hand. As always, I deeply appreciate your support my friend! You rock dude! Stay cool like you always do!  
**Amazing Redd Phoenix: **Wow! Thanks a ton for the multiple reviews my friend! I appreciate all your kind support! And now that Shadow Cell is on the run, you can expect things to heat up even more! Thanks again for the kind comments my friend and I hope you enjoy where I take this! Peace out!  
**Simba-317: **Ah, the biggest review of the chapter…Not to mention my favorite! You always know how to make my day! Glad you liked the intensity of the big fight scene. Lots of explosions and gunfire, what more could you ask for? And Dr. Essex's betrayal will have plenty of ramifications as well as his plan overall. Now that Shadow Cell is out, the only thing they can do is fight back and you'll see how they go about it in the coming chapters! Trust me, it's going to get all the more deep from here and I really hope you enjoy it! Thanks as always for the super nice reviews on this and "Hellfire and Brimstone!" You totally rock my friend! Peace out!

Also, a special thanks to: **Quillian, Bk angel numbuh 2, Coldqueen, X00001, Aaron, Gothik Strawberry, Wen1, and Mark C. **

Don't forget to REVIEW! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

* * *

In the cold arctic north, Magneto and his vast, elaborate base known as Asteroid M remained abuzz with fervent activity. The four Brotherhood boys had been practicing several training routines taught to them by Mystique, much of which they had negated up until now. However, after being easily beaten and overwhelmed by the five mysterious soldiers that had attacked them so unexpectedly, the four boys had new incentive to get stronger…Because the chances of facing them again were definitely possible given all the attention Magneto had been giving this issue.

The prospect of fighting those soldiers again was not very appealing to the four Brotherhood boys to say the least, but this was an important fight for Magneto. Whoever they were, they were a key priority now because they took the precious stone that was needed in order for Magneto to proceed with his plans. But unknown to any of them, the master of magnetism already knew who was behind this…For it could only be one person. Yet he kept his silence about this as he worked with his vast computer resources to find what answers he could wherever he find them. And thanks to his knack for high tech machinery run by magnetism, he was able to infiltrate many top secret databases that offered slight clues as to what this was all about. Such computing power was often used simply to cover his trails from international authorities like that of SHIELD, but now he was committing every single byte of processing power to finding this stone and finding the man he knew was responsible.

There was no telling how long his search would take him, but for the Brotherhood boys, they knew it was only a matter of time…For if there was one thing about Magneto that they had come to realize, it's that he let's nothing stand in his way…Nothing.

"Oh man…" groaned Toad as he let out an exhausted sigh after yet another session in the training room, "How much longer are we gonna keep this up, yo? I can't feel my arms no more!"

"Ah quit your bellyaching!" said Freddy, who was working on a supped up weight machine to help hone his already powerful muscles, "We've only been at it for what…Two hours?"

"Four…" said Lance, who had been keeping track, "And we'll work at it for another four hours if we have to…"

"You got to be kiddin' me!" exclaimed Todd, "How's working ourselves to death gonna help us fight those psychos with guns!"

"Toad…We have to prepare!" stated Lance firmly, who was also beginning to show sings of fatigue, "I don't know about you, but I didn't like being humiliated and beaten around like a rag doll."

"Hey, I'm not sayin' I liked it either, but if I don't get a break from this shit soon, I'm gonna pass out before we even have a chance to get our butts kicked again."

As much as the others disliked Todd's pessimism, they didn't retort as they once again focused back on their workouts. It hadn't been easy keeping up with Magneto's demands to be ready to face these mysterious attackers again, but an order from him was like an order from the angel of death…And there was no way they were going to disobey that.

Yet through all this drama, Pietro had been uncharacteristically quiet. Usually he would make comments here and there about how none of them could keep up with him or something equally egotistical…But in this instance, he found no room for such words. The thought of going up against his own sister was not lost upon him and brought many conflicting feelings within the young speed demon. Magneto may have been completely willing to throw her away and listen to her cry a thousand tears without a second thought…But for him, it was a lot more difficult because Wanda was his only other family in the world…And he didn't want to lose her again.

"Hey Pietro! You still with us man?" said Freddy, not used to hearing Pietro so quiet.

The speed demon acted as though he didn't even hear him as he simply kept running on a super powered treadmill lost in thought. He wasn't in the mood to talk or listen to any snide comments from the others who couldn't even begin to understand what he was going through.

"Pietro? Pietro!" shouted Freddy, finally snapping him out of his daze.

"What!" he spat, finally getting off the treadmill, looking more irritable than usual.

"Geez man, take it easy! You're freaking us out here," said Freddy, surprised at his reaction.

"Well I've got a lot on my mind, thank you very much!" he said in an annoyed tone, "And if you'll excuse me…I think I'll take a break as well."

And before anybody could make any further comments, the conflicted young man was gone in a blur of speed. Upon seeing this, Freddy just looked back in confusion while Lance just shook his head in annoyance.

"Man, what's his deal? I know he's still all pissed about his sister, but damn!"

"Freddy…" said Lance, his tone growing more serious, "It's probably best you not comment on it. Things are messed up enough…So let's not add to the problem and let Pietro deal with his own shit. I have a feeling that's the way he wants it anyways…"

* * *

Back in the main computer room not far from his now useless machine, Magneto had been working without tire for quite a while now on the high tech terminals that were linked to practically ever major database both government and private in the world. He wasn't getting much other than a few traces of what looked to be black programs, but it was enough to keep him going.

Mystique helped him out since she was experienced in the art of hacking thanks to her old mercenary days, but she stayed completely silent, not wanting to set the volatile man off any more than she already had. It was clear that he was still very angry with her. He had made it abundantly clear that he still blamed her for breaking on the location of Asteroid M, giving whoever those soldiers were everything they needed to infiltrate his glorious base and steal his precious stone. And even though she felt as though it wasn't entirely her fault since she didn't give them an exact location…She didn't say a word out of fear that it would earn her even more punishment than she had already suffered. Like it or not, she was trapped in this tangled web of secrets and there was no way out…Magneto saw to that. And as much as she hated it…She was powerless to do anything about it.

Magneto, on the other hand, had more pressing things to concern himself about other than Mystique. As mad as he was at her and as suspicious as he had grown of her over the past few months, he still needed her to help fight against this…This force…Or whatever it was. At first he thought it was some sort of strike by the military or SHIELD, but his instincts told him that this was something much more complicated than that. He had already kept himself clear from the military thanks to his careful planning and cunning that helped him stay under their radar both physically and electronically, so it wasn't logical to assume that they had somehow magically gained the approval to go after him. No…There were far darker forces at work here…And he was determined to find out who they were and make them pay for interfering with his plans.

After having been at it for the better part of a few days now, his old body was finally beginning to show signs of fatigue and he was beginning to slouch in his chair as a result. Mystique, who had been smart enough to take a few breaks here and there, noticed this…But stayed silent so as not to try his temper.

"He's out there…" he found himself saying aloud, as if to send a message to the man he knew was responsible for this, "I can feel it…Only he is capable of pulling off something like this…"

Mystique was tempted to ask who it was, but something told her she would probably sleep easier if she didn't know.

"But where is he? Where has he gone after all these years?" he pondered as he looked back at a constantly shifting computer screen as mountains of data streamed through his powerful machines, "He's good…But even he can't disappear completely from my eyes."

Just then, the heavy metal door leading from the computer room to the main hall opened and Pietro stepped in to see his father hunched over his machines in the same way he had been for the past few days now. At first, he didn't even notice Pietro's entry, but as he stepped in, he managed to catch the master of magnetism's attention…Finally diverting it from that which had consumed him for the past several days.

"Da…I mean, Magneto," said Pietro, quickly correcting himself in mid sentence since he knew his father hated to be called anything that made him sound human.

"What is it, Quicksilver?" he asked in a cold, yet tired tone.

"I just wanted to see if you had found anything…" he said, feeling nervous and anxious about where this conflict was leading them.

"No…Nothing yet. But I will find whoever these soldiers are and the man I KNOW is pulling the strings…And I WILL make them pay for interfering with my plans."

The seriousness in the old holocaust survivors tone didn't sit well with Pietro because he knew what his father was capable of better than most people. In the past, he hadn't cared much since this was just how he knew his father…This was just the way he was. But now that it involved Wanda, he wasn't sure if he wanted to see him go through with something like this. Wanda was still his daughter, was she not? And she was still his sister. Was he really willing to exact his usual vengeance upon her after everything he had already put her through?

"But…What about…" he began, however, Magneto seemed to know what he was leading onto…For such a matter was not lost upon him no matter how much he tried to hide it.

"I know…Wanda," he told her, his tone actually showing hints of emotion, "I never would have thought in a thousand lifetimes that I would end up having to face her again after…After that day."

"But…Are you really going to fight her in the way you've fought everybody else who's stood in your way?" asked Pietro, his tone wrought with anxiety over what this could mean for the only other family he had left in the world.

Magneto hesitated for a moment before answering, for this was a matter that he was still struggling with whether he showed it or not. As cold and emotionless a man he was…His daughter still resonated strongly in his mind and he was not taking this lightly no matter what anybody else thought of him. Wanda was in many ways still dead to him…But the path he had taken had long been traversed and in his mind, there was no turning back…Daughter or not.

"The Wanda I knew…The Wanda I threw away all those years ago…Is long dead, Pietro," he told his son in a deep tone, hiding the emotions that still plagued him concerning such a harsh matter, "She may still be alive…But it's clear that she is not the same person. She now stands against us and our cause…She and her comrades have officially made themselves enemies to the Brotherhood."

"But…" he began, still obviously conflicted.

"I know it's hard, my son…Believe me, I know," he told him, actually sounding as though he was an understanding father for the first time in a long while, "But I think Wanda has made it clear that she sees the both of us as enemies. And should we face her and whoever is behind all this, we cannot be afraid to fight back. Do I make myself clear?"

Pietro was silent for a moment as he looked back into his father's cold gaze, not knowing what to think or say in response. He didn't want to fight against his own sister…He didn't want to lose her again. But with the memory of her raging anger towards him when he came face to face with her and her comrades still hung strongly in his mind…He couldn't deny that much of the sister he once knew was long gone. And in her place, there was nothing but rage, pain, and bitterness…All things she deserved to feel after what they had done to her.

Perhaps this was punishment for not doing anything that day. Perhaps this was just fate catching up with the both of them…Punishing them for throwing her away and not helping her when they should have. But fate or not…There was no turning back now…There was no getting through to the little girl that they had destroyed. Magneto knew it…Pietro knew it…And they were pretty sure Wanda knew it as well. And for that, the young speedster knew he didn't have a choice in this matter. Dead or alive…His sister truly was lost.

"Yes…" he finally answered, "I understand."

"Good…Now return to your training. I need you and the others to be ready and prepared at a moment's notice. We have to get that stone back…No matter what the cost."

And without another word, Pietro simply nodded and made his leave…Still anxious about what was going to happen between them and Wanda. Enemy or not…Dead or alive…She was still his sister…She was still family. And in many ways, that's what would make this fight the most difficult he, and Magneto for that matter, had ever faced. It was only a matter of breaking through the veil of lies concealing the truth. And while it was unclear where such mysteries would lead them…One thing remained clear…There was no turning back.

* * *

Back at Shadow Cell HQ, activity was still going strong as the GURSO unit regrouped and reorganized under the full command of the Colonel. With the General still held up in Washington, his authority was rendered innocuous by the protocols and there seemed to be no stopping the raging Colonel…Who was now bent on one task and one task only…The death of Shadow Cell.

Yet while the Colonel ordered a massive regrouping of his unit and the intelligence teams that worked closely with them, the confusion gave Dr. Essex an ample window to work with for his machine. And so far, everything was going perfectly. His sudden betrayal of Shadow Cell in assisting the GURSO unit had helped keep the Colonel's suspicions of him at bay and his raging temper pretty much kept him off his back along with the rest of his GURSO goons so he could work. While he was now officially quarantined to his lab indefinitely, that didn't mean he couldn't do his work. After all, the Colonel was merely a puppet…He couldn't change what was coming…Nobody could.

With Magnum's help, his machine was now so close to completion that he could practically taste it. The stone was in place and the final pieces were coming together…Leaving only one step left.

"Yes…Yes!" said Dr. Essex in an excited tone as he looked at the readings on the computer screen which showed the electromagnetic harmonic and resonance readings of the stone, "It's perfect! This stone is exactly what we need!"

"Good…Then does that mean this thing is complete?" asked Magnum, thinking this machine had taken up enough time and resources.

"We'll know soon enough…" he said as he frantically typed upon the computer, running program after program to check the integrity of the components, "And with this machine complete…My ultimate dream will finally become a reality."

"I still don't see how this thing is much different from the accelerator though…" commented Magnum as she walked along the duel bio tanks that each of the five mutant soldiers they had so thoroughly trained had been through.

"Ah, but looks can be deceiving. What the bio-mutagenic accelerator enhanced…This glorious device shall evolve. My proud creations may have gained exemplarily power with their mutation and enhanced body function…But as advanced as they are, they are still as human as the rest of the mindless masses. But with this machine…They shall finally break free of their human limitations and become a new species of mutant that shall dominate the planet and wipe out the ravenous, unevolved masses in the process."

"And all because of this little stone?" said Magnum as she looked back at the seemingly insignificant piece of rock.

"I know…Remarkable isn't it?" said Dr. Essex with a touch of humor, "Something so small being capable of affecting so much…Yet even Magneto couldn't possibly understand the power this relic possesses. And it is only through this machine that such power will be unleashed in it's entirety…It is only through this machine that the ultimate fate of mutants and humans alike will finally come to ahead."

"A fate long overdue in my opinion…" said Magnum, who knew the dark side of humanity all too well, "And what of that which you promised me?"

"But of course my dear…See for yourself. You'll find that everything is in place."

Then, as Magnum took a look at the computer screen, a look of satisfaction came over her face…For all her hard work and loyalty was finally paying off. Dr. Essex had kept up with his end of the bargain all throughout the years of her faithful service. From the money he paid her to the protection from the many organizations that wanted her dead, he had delivered…And now, he had finally given that which she craved most. And all that was left was the final step.

Then suddenly, a strange reading appeared on one of the computer screens…One that quickly drew both their attention as a look of annoyance and frustration suddenly came over Dr. Essex's face.

"Blast!" he grunted as he slammed his fists upon the computer terminal, making a slight dent in the process.

"What is it?" asked Magnum in response, not understanding what this error meant.

"Something's missing from the stone…" he said in disgruntled voice as he began feverishly typing on the terminal, "That fool, Magneto, must have chipped it somehow!"

"Will it still work?" asked Magnum, not willing to see that which she worked so hard for simply end as a result of a mistake from some bucket brained fool.

"Hold on…" he said as he ran a couple of diagnostic programs.

The next few seconds that followed were tense, but once the programs finished running, Dr. Essex let out a mild sigh of relief…Although that didn't necessarily mean all was well.

"Yes…It can still function. But it seems that missing piece has hindered it unable to carry out one of the key property…The ability to manipulate, alter, and transfer specific mutagenic forms of life energy."

"In other words…You can't manipulate and transfer mutant powers?" said Magnum, who had somewhat of an understanding of how the nature of Dr. Essex's machines worked since such knowledge was necessary for her to know in order to train her pupils.

"Yes…" he said as he shut down the program and began running through possible solutions in his head, "This stone was supposed to give me the power to use the life energy of a given mutant, alter it, and reshape it in any way I see fit. It would give me the power to change, enhance, or even add a particular mutant ability through the use of life energy to change overall genetic functionality. And without this function, the only thing the stone will be able to do us evolve a single given mutant within the restrictions of their own X-gene…A restriction I cannot have if I'm to create the perfect species."

"So then what's the solution?" asked Magnum, not caring about the science and only concerning herself with the outcome.

Dr. Essex took a moment to consider the possibilities. Right off the top of his head, he thought that maybe he could synthesize an artificial version of that mutagenic life energy transfer, but that would take too much time and given his restricted access to resources under the 666 protocol, it was next to impossible. But given Dr. Essex's resourcefulness, he refused to let that slow him down…Not when he was this close. Then suddenly…An idea came to him.

"Wait a minute…" he said to himself as he quickly made his way back over to the computer terminal and brought up one of Shadow Cell's many databases, "There was a mutant from Xavier's that the unit observed on their first mission to Bayville…One that had mutant powers involving the use and transfer of life energy."

"Which one was she?" asked Magnum, who's memory was sketchy at best with that mission since she hadn't been allowed access thanks to the Colonel.

"The one with the white streak in her hair…The one they call, Rogue," he said as he brought here file and picture up, "According to the report, she absorbs life energy through touch…Temporarily gaining the use of one's mutant powers and sapping them dry of their energy."

"And you think you can use her to finish the job?" she asked as she took a good long look at the picture of the southern born mutant.

"If her powers are as strong as the report states they are…Then yes, it's only a matter of adjusting the secondary bio tube to use her as a conduit to transfer, manipulate, and induce the necessary life energy to make my evolved creations perfect."

That was all Magnum needed to hear as Dr. Essex printed out a copy of the data report. He was noticeably eager about this key part of his machine and with the stakes this high, failure was not an option. He had worked too long and too hard for this…And he wasn't about to let a mere missing piece of stone stand in his way.

"I take it is up to me to bring this so called, Rogue, here so you can use her in the machine," said Magnum, glad she was finally going to get a little action.

"You're a smart woman, Magnum…" said Dr. Essex with a grin as he handed her the printout, "And yes…I'm afraid you're going to have to abduct this vital little specimen from that pesky institute."

"The same institute with a security system on par with most nuclear missile silos and enough super powered mutants to obliterate an army?" quipped Magnum, not sounding too daunted by the prospect, "Sounds like fun…"

"I had a feeling you'd like it…" said Dr. Essex with a grin, "It is your specialty after all."

"That's why I'm one of the best…" said Magnum as she turned to make her leave in preparation to carry out this final little task of his, "But still…The X-men are one thing…But what about Shadow Cell?"

Dr. Nathanial Essex merely laughed at that notion in a way that would have made any rational minded individual's skin crawl. He made it sound as though it were trivial…Almost as if that was a part of the plan from the beginning. And in many ways, that wasn't very far from the truth.

"My dear…You don't think that all those years of earning their trust and gaining their acceptance was for nothing, do you? There were reasons for such actions…Reasons that went beyond merely preserving their individuality for this pivotal moment. They have no idea just what they are a part of…And they have no idea just how important they are to the evolution of their species. And it is for that reason…That trust and ignorance…That unbridled loyalty as soldiers…I know that they'll come back."

"You think they'd risk that now that the Colonel is in charge?" asked Magnum, who knew her pupils weren't stupid.

"Ah, but you forget Magnum…This is still their home…This is still the one thing in their lives which they believe in…This is the one thing in which they have faith in. And in many ways…They still see us as their nurturers…Their mentors…Their teachers. And because of that, they will return. Damn the Colonel and his infernal unit…Because nothing will stop them…Nothing will keep them from us. It's only a matter of waiting for them to make that one choice that I know they will make…For as long as they believe in the lies they are told, they will see only one path…Mine."

It made sense in many ways to Magnum, but still…It was somewhat risky given what their students were capable of. She trained them for years and she knew just how strong they were…She knew just how powerful their drive was. They wanted to create the world's most deadly force…And in many ways, they succeeded. And now that things had gotten a little complicated, the risks went up…Which prompted Magnum to take matters into her own hands.

"But there's always a chance they could find out the truth, Nathanial…" said Magnum as she took out an unmarked cell phone, "And if they ever do…Then all those years of earning their trust will me precisely dick."

"Oh please…I highly doubt such a major infraction will occur, Magnum. And even if it did, I'm well prepared for that."

"But still…I have a feeling we may need backup," she said as she prepared to dial a discrete number that she only used in serious emergencies, "Say what you will, Nathanial…I want this as much as you do. I have worked long and hard for this chance and I will NOT let a little matter such as this stand in the way."

"Yes…I will not argue with your intuition," said Dr. Essex, who knew Magnum well enough to understand that she would take matters into her own hands when something this major was at risk, "But backup or not, we must proceed carefully if we are to succeed in that which we have both worked so hard for."

"And we shall…" assured Magnum as she dialed a series of numbers that would route to a special carrier she often used in her mercenary work, "I have a few friends…Many of whom owe me a number of favors."

"As long as their willing to aid us, then they can only help our progress," said Dr. Essex, thinking Magnum was right in many ways and if she had the resources, then it was only logical that they used them.

"You need not worry about that, Nathanial. You of all people should know that I'm always prepared."

Then, as Magnum finished dialing the rather elaborate collection of numbers, she finally got through to someone on the other side. And once she was connected, she didn't bother wasting any time.

"It's me…Get me Deadpool, Bullseye, Guantlet…And even Omega Red…Yes, I know…Just tell them it's me. Trust me, they'll come…And they'll know exactly what to do…"

* * *

As the adrenaline of their spectacular escape finally began to wear off, the five mutant soldiers of Shadow Cell who were now officially rogue and enemies of the state finally had a chance to process what had just happened. Everything had gone wrong…Everything had fallen apart. In the end, all their careful planning and execution landed them in this shit. Now the Colonel wanted their heads on a pike, now the government they once so dutifully served was out to get them, and now for the first time in nearly a decade, they once again found themselves alone.

They didn't have any direction or purpose in where they were headed…They simply followed the highway to get as far away from the base as possible. But they knew probably better than anybody else that no amount of distance would keep them from being targets of the organization that made them so strong. There was nowhere to run and nowhere to hide…For it was only a matter of time before they were hunted like dogs and killed like insects. Even though they had dedicated their lives to serving Shadow Cell, the government, and the world at large…They were now targets of execution from the very people they sought to protect. And that alone was very difficult for them to process.

However, renegade or not, that wasn't the biggest shocker for the five mutant soldiers when they made their escape. That isn't even what hurt them the most in the end…Because for all the pain that betrayal brought, nowhere was it more devastating than with their mentor, teacher, and all around father figure…Dr. Nathanial Essex. They could deal with the betrayal of the Colonel, the GURSO unit, and the higher ups back in Washington…But from Dr. Essex…That was another matter altogether.

Dr. Essex had been the one who brought them together…He was the one that took them in and gave them the relief they couldn't have obtained from anybody else. It was because of him they took control of their powers…It was because of him they were their own class of mutant. Yet still…He betrayed them. He turned them into the GURSO unit as if everything he had taught them had meant nothing. Dr. Essex was like a father to them all…The man behind the entire Shadow Cell world. And to be betrayed by him simply hurt in a way that no wound on the battlefield could ever match.

Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 definitely had a lot to think about…More so then they wanted. Eventually, they found themselves in the place where so many things had changed for them…The place where the world as they knew it was forever turned upside down…Bayville. It seemed fitting for them to end up back here, but that didn't make it any easier for them. Knowing they had to lay low, they found themselves holding up in an old, rusted, abandoned warehouse near the docks. They were forced to ditch their jeep because of the GPS tracking device built within it and if they wanted to go anywhere now, they'd have to hot wire something. But before they got around to that, they had to make sense of all this. They knew it wasn't a good idea to remain stationary given the massive manhunt that the Colonel was probably already instantiating…But they were beyond caring at this point as they simply took a moment to let everything sink in.

"So Shadow Cell is officially rogue…" said X23 as she and her comrades rested their tired bodies on a couple of hard, mottled crates, "The Colonel has abandoned us…Dr. Essex has abandoned us…Everybody has abandoned us."

"So then what do we do now?" wondered Jean, feeling at a loss for the first time in many years, "What the fuck do we do now?"

A heavy silence fell over the five mutant soldiers as tried to put this whole thing into perspective. It had all happened so fast…Everything had changed so quickly. Such things were typical on the field of battle…But this wasn't supposed to be a battle. This was Shadow Cell…Their home. And all the sudden, they had become the enemy. For reasons unknown…They were now the enemy. They could understand why the Colonel would want to betray them since the guy had it in for them since day one…But Dr. Essex? That was what was truly pestering them…That's what truly hurt the most.

"Okay, so let's analyze the situation here…" said Scott, not willing to let doom and gloom overcome the team after they had all overcome so much together, "We went on a mission that was beyond the limits of protocol…We broke with key Shadow Cell operating procedures…"

"At Dr. Essex's request…" reminded Vincent, not wanting to forget who had put them in this position in the first place.

"Right…At his request…To stop a madman from overthrowing humanity. We took on the Brotherhood and the X-men without a hitch and got what we needed information-wise. Then Dr. Essex and Magnum helped us get to Asteroid M without a problem and successfully extracted the stone…And then we returned only to be surrounded by enough GURSO soldiers to occupy Washington."

"Some situation…" commented Wanda, not sounding too optimistic about their prospects.

"I won't argue that, but that's not the end…That's only the beginning. We know why the Colonel did what he did…He made that abundantly clear from day one and is probably having an aneurism back at the base. The real question is…Why? Why would Dr. Essex betray us like that? Why would he simply hand us into the GURSO unit without hesitation?"

Once again, a heavy silence fell over the proud soldiers that had served their country and their honor with such duty and willingness. Their world had truly fallen apart around them…Everything and everyone they once believed in was now in shambles and there was nothing left but each other. They had gone up against entire armies, ruthless dictators, and the most bloodthirsty terrorists in existence…Yet even they couldn't compare to what they were facing now.

No answers came to them as the five soldiers simply sank back into a world of bewilderment and confusion. Scott stayed close to Jean, who never left his side even in grave times such as this…Lending each other what support they could as everything they once believed in came crashing down like North Korean ballistic missiles. Vincent and Wanda stayed close as well, unable to deal with such a monumental collapse of their lives on their own. And as always, X23 kept to herself…Not wanting anybody to be near her as she once again felt the sting of betrayal from someone she had trusted so much.

However, hurt or not…They were still soldiers. And if there's one thing soldiers didn't do in times of crisis…It was keel over and die in the face of adversity.

"Wait…There's still more to it than that," said Vincent, finally breaking the silence, "What about the stone?"

"What, that hunk of rock?" said Wanda, "What's that got to do with anything?"

"I'm not sure…" said Vincent as he sifted through his vast memory banks in order to pick out those exact fateful moments when Dr. Essex betrayed them, "But when we confronted Dr. Essex…It was almost as if he was expecting us to be there…Almost as if he knew exactly what was going to happen."

That definitely got the others to think about this more seriously, setting aside the pain of betrayal for the time being and analyzing the inconsistencies of what had happened during that fateful moment. And the more they thought about it, the more odd it seemed…Hinting that there was definitely something else to this matter that went beyond mere betrayal.

"Yeah…Come to think of it, he seemed pretty focused on that stone back there," said Jean, who had been the one to give it to him, "It was almost as if he wanted it for more than just disposal…"

"But why would he want that thing if only Magneto's machine can tap it's power?" asked X23, who remembered clearly what Dr. Essex had said about the power of the relic.

"Wait…Didn't he say at one point that he was the one who helped Magneto develop the technology to use the stone in the first place?" said Scott, also remembering some of the earlier briefings.

"Yeah, but that doesn't explain why he would want something like that," argued Wanda, "I mean, he said it himself…It's not even on par with the bio-mutagenic accelerator. And if he's got that, why get something that's by all accounts weaker and less efficient than what he's got?"

"Well keep in mind, Wanda…We don't exactly know the full story with that stone…Only what Dr. Essex told us," said Vincent, who began to think about it a bit more inquisitively.

"So you're saying there might be more to that stone than he told us?" concluded Jean.

"Well it would explain why he was so bent on having it that he was willing to betray us to get it…" made Vincent, once again causing prompting serious thought concerning the nature of their mentor's actions.

It was plausible…It was part of an answer. It didn't give them everything they wanted information wise, but it did help make sense of a few things. Now that they thought about it, some of Dr. Essex's actions were hinting at something much more complex…Something they couldn't quite put their finger on, but something that was clearly important given the situation.

"So whatever this is about…" concluded Scott, "I think we can safely say that it has something to do with that stone. But I still get the feeling there's more to it than that…"

"No kidding," said X23 in agreement, "I mean, we should all be dead right now. The GURSO unit should have blown us away back there…That much the Colonel made clear, and…"

However, before she could finish, something came to Scott that seemed to put more pieces of the puzzle together…Something that only made their predicament seem more mysterious than they had once thought. And the more they seemed to dig, the more inconsistencies they seemed to uncover.

"Wait a minute…That's it!" exclaimed Scott as their fight with the GURSO unit once again ran through his head, "The GURSO unit…That's something else that didn't seem right!"

"The GURSO unit?" said Wanda skeptically, "What are you talking about?"

"Think about it…What's the one purpose and function of the GURSO unit?"

"Other than make our lives a living hell?" made Jean, "Watch over us and blow us away if we go rogue."

"Exactly! And who created them in the first place?"

"That's easy, the Colonel," answered Vincent, not seeing where he was going with this.

"Right…And if there's one thing we've learned about the Colonel in all the years we've been at Shadow Cell, it's that he's a man so incredibly paranoid about ever single possible detail that it boarders on illness. And if he knew where we were going to be when we got back from Asteroid M, then I think it's a safe bet that he'd want to box us in every conceivable manner big or small. And yet…What were we able to do?"

Then finally, what Scott was saying was beginning to dawn on the others as well.

"We escaped…" said Jean, now understanding what he was saying, "We found a hole in their battle plan and slipped through it…"

"And if there's one thing the Colonel NEVER does…It's leave holes in a battle plan," finished X23, who knew the Colonel well enough to understand how he thought, "You're right Scott…Something stunk about that ambush! There's no way the Colonel would EVER have left us with a hole to escape through!"

"And given his reaction to the whole deal…I doubt it was his intention to do so," reasoned Vincent as he remembered some of the Colonel's incessant shouting from their escape.

"So that leaves only one plausible explanation…" concluded Scott, "We were set up…Plain and simple."

"You're right!" said Wanda, a new feeling of anger and determination coming over her, "Somebody's using us! And the Colonel for that matter! But who! Dr. Essex?"

"That's doubtful…" said Vincent, not believing that for a second, "I can't imagine him doing something like that to us…I mean come on, he's practically a father to us. We can't jump to conclusion. The only logical assumption here is that he's some kind of pawn…"

"You're right Vincent…" said Scott in agreement, "We don't know enough about what we're dealing with to make any kind of judgment. But for now, I think we can safely say that something serious is going on…And we're part of it. Somebody must be controlling both the Colonel and Dr. Essex…And now they're using us. It's the only thing that makes sense…We're all being used!"

"Great…" muttered X23, who had been used enough in her life as it is, "So then what do we do?"

Another silence fell over the five mutant soldiers as they pondered the situation at hand. A big part of them still didn't want to believe that Dr. Essex was behind this since he was still their mentor in their minds. So much of their world had been shattered within the span of a moment and they kept trying to hold on to whatever it was about that which they held dear all these years.

But shattered or not, there was more at stake here than the lives they once had as soldiers of Shadow Cell. There was something much bigger and grander going on here…Something that still left so many unanswered questions, yet something that they were all determined to uncover. It was a true mystery of lies…One where the truth itself is written within the fabrications meant to conceal the true meaning of what was happening. But for Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23…They had been used enough in their lives to know when there's something more at hand other than mere betrayal. And this was no exception.

Now all that was left for them was the truth…The truth which they so eagerly wanted to know. In a world surrounded by ubiquitous lies, the truth was often merely an abstract to a principle…Yet now, for the five mutant soldiers of Shadow Cell, it was something much more concrete. And for the first time in their lives, there was something to fight for that went beyond merely saving others…This time, it was for them.

"I guess there's only one thing we can do now…" said Jean, knowing there was no other way, "We fight back…"

"Fight back…" said Vincent as he thought about that course of action, "Against the Colonel…Against the GURSO unit…And against Shadow Cell as a whole. And for what?"

"The truth…" said Scott definitively, "We're being used…That much we can agree upon. But we don't know who's behind it…We don't know why…And we don't even know how long it's been going on. And for that reason…We have to find out."

"But that means going up against the people who made us who we are," said Wanda, not knowing if she could go through with fighting the people who saved her from the insane asylum, "Can we really go through with that?"

"We've gone up against impossible odds before, Wanda," reminded Vincent, who didn't like the idea either, but knew there was no other way, "And if we don't…They'll just hunt us down."

"Vince is right…" said Scott, "We can't start running from them…Because once we start, there's no going back. We'll never find the answers we want by running."

"And rogue or not…We're still Shadow Cell," said X23 with a new hint of determination, "And Shadow Cell DOESN'T run from a fight."

A new sense of resolve finally came over the five mutant soldiers who had been trained for years to fight the battles that nobody else could. Now once again, they were facing a battle for which nobody else had a chance…They were facing a foe for which nobody else could possible overcome. Even as the world they knew fell apart around them, the determination and resolve that bound them together as a unit remained as strong as ever. And even with the prospects of facing the very individuals who made them who they are…They were driven by their duty and honor as soldiers.

"You're right X…" said Jean, "We can't just take this lying down. If we have to fight against the entire organization to get some answers…Then so be it."

"But if we're already pawns in some manipulative prick's game, then how do we know that we won't be doing exactly what they want us to do?" reasoned Wanda.

"Good point Wanda…" said Scott as he thought about that for a moment, "Then I guess that means we'll just have to fight with an edge…"

"An edge?" said Vincent in an intrigued tone, "What kind of edge?"

"Not what…Who. I'm talking about X-men…"

"The X-men?" said X23 skeptically, "You mean the same X-men we beat the living shit out of just a few days ago? What makes you think they'll want to help us?"

"We both fight for the same thing X…We fight for peace. It's the only option we've got. Xavier's kids may not have been able to beat us, but they proved that they're tough enough to beat the odds. They did take down that sentinel after all. With their help, we may just stand a chance against GURSO and the Colonel…It's only a matter of overcoming the impossible."

It wasn't the best plan they could hope for…But it was all they had. They had gone up against plenty of enemies before with few resources and odds that would have made any ordinary soldier back down in an instant. But then again…They were far from ordinary and if this was what they would have to do in order to find the truth…Then so be it.

"Fighting the impossible…" repeated Jean, not sounding at all daunted by the prospects, "Going up against a force that by all accounts was trained specifically to kill us and fighting against a force we don't even have a full grasp of with practically zero chances of help or success…Sounds like the kind of job Shadow Cell was made for."

The five mutant soldiers almost chuckled a bit at the situation they found themselves in, but this was no laughing matter…This was a battle for which the stakes were high and the odds were not in their favor to say the least. But impossible or not…They were still soldiers…They were still Shadow Cell. And nothing would take that away from them.

"Right…" said Scott as he and the others gathered in a circle and placed their hands together, "United we stand…Divided we fall. We may be rogue…But we're still…And always will be…Shadow Cell. Are you guys with me?"

"Do you even have to ask, Scott?" quipped Jean.

"Yeah, no force on the world could keep me from this," said Vincent confidently.

"Yeah, and since when have we ever let the impossible stand in our way?" reminded Wanda, now more determined than ever to see this through.

"Impossible or not…We will never falter…We will never surrender…Such is our duty…And our honor," said X23.

It was a reassuring feeling for all of them…Knowing that they still had each other to hang onto. No matter how complicated the world became or how messed up things got…They would still always had each other. From their darkest hour to their greatest triumph…They fought, they bled, and they died…Together.

"Then I guess…There's only one more thing to do…" said Scott, his comrades knowing just as well as he did what it was.

And with an affirmative nod, the five mutant soldiers were now ready to go on what was sure to be their most dangerous mission yet. The organization that had made them was now out to kill them. They were unwitting puppets in a much larger game, but puppets or not…They would not back down…They would never back down. They would stand and fight…Not for Shadow Cell…But for themselves.

And with that in mind, there was only one thing left to do before the maelstrom began…And with two simple words, their most dangerous mission was officially underway.

"Kuwabara…Kuwabara…"

* * *

AN: Oh how the tables have turned! They may be ignorant of what is truly happening and what has been building all throughout the years, but that will certainly not stop them as the secrets of their lives and Project Shadow Cell finally begin to unravel! Their biggest mission to date is on…So stay tuned to see where it leads because trust me…The most intense part of the fic has yet to come! So what do you all think? Do you want to read more? Tell me! Send me your reviews via email or post them on the fanfiction website! Thank you all for reading thus far and I wish you all the best!

THE HEAT IS ON! REVIEW BEFORE IT GETS TO BE TOO HOT TO HANDLE!


	35. Abduction

**Sinister Soldiers  
Chapter 35: Abduction**

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The action just keeps on coming! But before I begin, here's a quick shout out to all my kind reviewers!

**KaliAnn: **Yeah, Dr. Essex really knows no bounds when it comes to his goals. He'll do ANYTHING to make his dream happen and that includes abducting Rogue. As for Shadow Cell, they certainly will have to learn the truth, but at the moment their still too naïve in trusting their mentor. That'll come into play soon enough, but for now Rogue is in deep trouble! Thanks a ton for the review girl! You're support means a lot! Peace!  
**Mark C: **Well, both Magneto and Dr. Essex will do anything to get what they want in the end. They've made that much clear. And even though Magneto is enraged, don't think for a second that Dr. Essex is foolish enough to anticipate his former partner's mentality! Trust me, it will be a factor soon enough! It's really heating up my friend and I thank you for all your kind support and wonderful insight! You rock! Peace out.  
**Jenskott:** Yeah, I believe you with the leader thing. I honestly don't think that people give Lance enough credit because he is a good leader at heart and he and the Brotherhood are no pushovers. I like to do characters justice and I'm glad you seem to think I'm succeeding! And once again, you guessed it! Part of the idea to capture Rogue did in fact come from the movie! I'm surprised nobody else has picked up on that. And yes, Shadow Cell may have overshot the truth, but it's only logical for them since they're still loyal to their mentor. You'll see how that comes into play soon enough! Thanks as always for the nice review! You rock dude! Peace out!  
**Agent-G: **Thanks! I'm glad you think I did the Brotherhood justice. I don't like showing them in their stereotypical madness because they do have some real depth to them, Pietro included. And as for him and Wanda, I'll definitely try and make something happen with them since I think Pietro really does deserve a chance with his sister again. It's Magneto that's the core problem. As for the Rogue bit, I'll try to clear that up. Thanks for pointing it out! And yeah, Shadow Cell are kind of off, but they're on the right track. It's only logical really since they're still so loyal to Dr. Essex, but that'll come back to haunt them soon enough. It's sure to really heat up from here and I thank you for all your kind support and wonderful assistance thus far! You totally rock my friend! Stay cool like you always do!  
**Silverdash: **Yep! Things are really heating up now! And trust me, you ain't seen nothing yet! Oh, and I read your story dude! And I reviewed it! Keep up the good work and thanks for your kind support! Peace!  
**Wen1: **Patience Wen, patience. You'll get what you want! Don't worry!

Also, a special thanks to:** Quillian, Howlerdrode, Amazing Redd Phoenix, Coldqueen, and Gothik Strawberry.**

I urge that you all please REVIEW! As always, I remind you all to check out my other fics, **"Hellfire and Brimstone"** with Agent-G and "**Hanging by a Moment"** on the adult fanfiction website! Thanks again and enjoy!

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The turmoil back at Shadow Cell and abroad could not be contained forever amongst the omnipresent ears of the government it served. Like a boiling cauldron, the situation was quickly becoming heated as rumors swirled about amongst the black community. The Colonel's unexpected departure from the meeting certainly did not go unnoticed and his sudden initiation of the infamous and aptly named protocol 666 was cause for only more concern. On numerous occasions, high ranking officials from the department of defense, the pentagon, and even the White House tried to get into contact with the Colonel back at Shadow Cell HQ…But unfortunately, part of the protocol that the paranoid power hungry officer operated under strictly prohibited any and all communications to the base while in crises mode. However…That didn't stop people like the General, who knew all too well the methods of the Colonel.

With the meeting now over, the General wasted no time in returning to an unmarked private military jet in Quantico, Virginia despite a bombardment of questions from numerous officials. Under normal circumstances, he would have stayed in order to at least placate some of their concerns, but given the situation, there was no time. All he could think about now was getting back to the base and stopping the organization that he had run so dutifully for nearly a decade from crumbling. As a General, he had a job to do…And he sure as hell wasn't going to let someone like the Colonel destroy everything they had built.

"Sir…Sir!" said one of the Corporals who served as an aide to the General, "Sir we have to wait for the rest of the cabinet! We can't just…"

"They can take the next flight out…" said the General in a firm tone of voice as he and his subordinates boarded the plane, taking little time to go through the usual checklist, "We have to get back to the base!"

"But sir, the higher ups might…" began the Corporal, but once again, the General cut him off.

"The higher ups aren't my chief concern now…" said the General, much to the surprise of all the officers present, "All that matters now is Shadow Cell…If they want to reprimand me again after this, then by all means…Because right now, my duty and priority is Shadow Cell…Plain and simple."

The General's words left no room for argument as the platoon of soldiers outside sealed the plane up and readied it for takeoff. Usually, there was a multitude of procedures to go through for a usual takeoff, but the General's orders superceded them all…An action that was not looked upon too kindly by the higher ups, but at this point, he could care less.

It took less than five minutes for the high speed, high performance jet to become air born, but even as the engines roared at full throttle, the tension within the aircraft didn't wane as the General continued to do what he could in order to ascertain the situation.

"Lieutenant…Any word from the base?" asked the General, keeping the environment tense among him and his subordinates.

"I'm trying sir…" said the Lieutenant, who had been trying to use his cell phone to contact the Colonel for the last half hour at the General's request, "But the Colonel seems to have shut off all communication channels in the base. He's practically blacked us out."

"That's not acceptable!" said the General in response, "Where did he have the authority to instantiate protocol 666? There were strict rules and guidelines that we personally agreed upon had to be followed in the event of any internal crisis!"

"Well that may be true sir…" said one of the female sergeants who had with her a briefcase full of sensitive documents describing and documenting emergency Shadow Cell protocol, "But if you read the fine print, which the Colonel himself penned mind you, you'll see that in the event of a 'sudden and dangerous turn within the project,' the Colonel is given emergency authority that supercedes even yours."

"What!" yelled the General as he ripped the paper from her hands and read the print that he had overlooked, "That was NOT one of the points we agreed upon!"

"Sir…This is the Colonel you're talking about here," reminded one of his second Lieutenants, "You of all people should know how he operates!"

"Friends close…Enemies closer…" said the General with a defeated sigh as he read over the dreaded text, "That sly son of a bitch…He played me."

A heavy silence fell over the plane as the General crumbled up the document and tossed it aside…Feeling at a complete and utter loss. He couldn't believe it…The man he had entrusted with the safety and security of Shadow Cell had turned against him. After everything they had accomplished…It was all coming apart because of the whim of a paranoid madman. And worst of all…He had been the one to appoint him to such a position. Now it was coming back to haunt him in the worst way imaginable.

He had dedicated his heart and soul to Shadow Cell…Pushing himself to the limits to make the project a success. It was his chance to make up for that one mistake he made back in the Gulf War…It was his chance to exact a true influence upon the world and stave off disaster for his family and his country. And of course…There were those five brave soldiers he had seen grown from mere children to the most proud and decorated soldiers he had ever had the privilege of working with. As their highest ranking officer, he had a duty to see them through each and every battle…And he was NOT going to abandon them. They had shown him time and time again just how dedicated they were to themselves and their country…And such dedication could not be easily forgotten in his mind.

"Sir…" said one of his Majors, breaking him out of his daze, "I would strongly advise getting the higher ups involved with this. If the Colonel is operating under bogus authority, then we have the jurisdiction to take him down."

"And how long would that take, Major?" asked the General, even though he already had a pretty good idea of the answer.

"Three…Maybe five days tops," her answered.

"And by then, Shadow Cell could be rubble…" said the General, "I will not allow everything we have built to simply fall apart without a fight. Now I have a duty to see Project Shadow Cell through no matter what…And if that means going up against the Colonel, then so be it. This is my responsibility…My duty…And if the rest of you don't wish to be a part of it…So be it."

"Sir…" said the Major, not liking the implications of what the General was saying.

"That's enough…" he said in a tone that caused the whole jet to go silent, "You have your duty…I have mine. And if the higher ups don't like it…They can file a report and throw me into Guantanamo Bay for all I care…But I have a duty to this project…And those soldiers…And I will NOT let them down."

Nobody argued with the bold man, for they knew he wasn't the kind of person to respond to any kind of coaxing. One of the major things that made him such a good General was his dedication and loyalty not to a superior…But to a principle. And even if it spelled disaster for his career, his duty still came first…And he was not going to jeopardize that for an instant.

Then suddenly, while the silence continued to hold strong, the Lieutenant who had been trying to use the General's cell phone to get through to the base finally got a signal and wasted no time in letting his superior know.

"Sir!" said the Lieutenant, "I think I'm finally getting through! I can hear a ring tone!"

"What? Then hand it here! Hurry!" exclaimed the General, "I want to talk to the Colonel personally about this…"

Upon retrieving his cell phone, the whole plane went tense again as the General listened to two more rings. He didn't know who was going to answer or if he would even make it through…But if by chance he did get an answer, he wanted whoever was on the other line to hear his voice. And as luck would have it, after the third ring, a familiar voice finally answered.

"I had a feeling you'd call…" said the Colonel's voice over the other line.

"Colonel!" exclaimed the General, his temper quickly flaring up at the sound of the man who had betrayed him, "God damn it! What have you done!"

"Easy General…Easy," said the Colonel in an all too calm tone of voice, "In case you haven't heard, protocol 666 is now in affect and no amount of shouting will change that."

"You son of a bitch!" shot the General in response, "You tricked me and everybody else! I saw the fine print on the document! You added that in at the last moment without any authorization!"

"Such an addition was necessary, General…As the current situation should clearly show," answered the Colonel in response, "Shadow Cell has officially gone rogue. They broke with standard operating protocols and are now officially enemies of the state. My GURSO unit was supposed to blow them away the second I found out…And we would have to if they hadn't turned against us and fought their way out. So as a result, all our resources have been dedicated to tracking them down as we speak. And as soon as we find them…They're as good as dead."

Such words did not sit well with the General at all, for he refused to believe that the soldiers he had seen serve with such duty and honor had simply turned against the organization without any reason or provocation. Such was not the act of a soldier and the he damn well knew it.

"Colonel…Your paranoia has gone too far this time!" said the General firmly, still speaking as his commanding officer, "You haven't the slightest shred of evidence that…"

"Enough with the naivety, General!" spat the Colonel in response, "Read the protocols again…I'm officially in charge now. Your authority has been officially liquidated! I don't care how attached you are to those freaks! I don't care how much you think you owe them! I know what I saw…I know what happened! Those freaks went rogue on us and now they're out free doing who knows what! It's my job to see to it that they don't inflict any kind of damage upon the public…It's my job to see to it that they are severely punished for their indiscretions. Because like it or not General, this matter is and always has been black and white…They go rogue, they get blown away. No trial…No investigation…No questions asked. And until those freaks are dead…My power is law."

"Bullshit!" spat the General in response, "You usurped that power through trickery! You'll rot for treason because of this!"

"Maybe…But not before I see to it that those freaks are decommissioned permanently!" yelled the Colonel in response, his voice practically brimming with madness, "I've told you time and time again, General…Mutants can't be trusted. They're a menace…A scourge upon the Earth! And as long as I have the necessary power, I will see to it that they are wiped out before they can bring harm to the innocent!"

"Now you're just being insane!" said the General, horrified at this man's words, "You're going to exact nothing short of genocide!"

"What you call genocide…I call a preventative measure," said the Colonel in a low, somewhat crazed tone, "And I won't let ANYTHING stand in my way!"

"Oh really?" said the General in a warning tone, "What about the whole authority of the United States Government? What about every other official there who would love to see you thrown away? And what about Dr. Essex?"

"Oh please, General…" scoffed the Colonel, "The government are tools…They'll dance to whatever tune they have to as long as they're told exactly what they need to hear. Every last official in the base has been officially quartered and if they value their lives, they won't do a damn thing. As for Dr. Essex…He's under an official quarantine in his lab. In fact, he actually tried to help my GURSO unit find those freaks, so even he believes they've gone rogue."

Such news both shocked and silenced the General as his mind tried to process what was going. He still didn't believe it…How could Shadow Cell go rogue after everything they've done? They served, they fought, and they bled the blood of soldiers with pride and honor…And such an attribute was not something that could be silence or stunted easily…That much he was certain of.

"Face it General…It's over," said the Colonel in a definitive, triumphant tone, "You cannot escape the truth. You cannot stop that which has already been set into motion. Those five freaks are as good as dead…And Shadow Cell is now under my command. You're too much of a coward to get your hands dirty…You made the worst mistake imaginable by allowing yourself to grow attached to those freaks! Now there's nothing left for you or them for that matter. There's nothing more either of you can do. Pack up and go home General…Because you've been officially relieved of your duty."

And with that, the Colonel abruptly hung up the phone and killed the com link with no intention of reopening it. This left the General at a loss for words. The whole jet was now struck with shock and horror at what had just happened. The Colonel had officially wiped them out…He had officially taken them out of the picture. Now, he was holding all the power…He was making all the rules. And there was nothing they could do about it.

"What now, sir?" asked the female sergeant, not knowing what more they could do without any power or authority, "The Colonel has officially gone off the deep end. He's going to bathe New York with blood in order to find Shadow Cell. There's no telling what he'll do…There's no telling how far he'll go. We can't just let this happen…"

The General stayed silent for a moment, his thoughts drifting back to the five mutant soldiers he had seen grow into such skilled warriors of peace. Of all the atrocities the Colonel was sure to commit…None stood out in his mind more than going against those five brave souls who had made Shadow Cell such a resounding success. Even if they had gone rogue…That didn't change the fact that they had saved this world more times than he could count. They had served their country so thoroughly, dutifully, and completely…And despite that, they were going to be hunted down like dogs and killed as if their actions had meant nothing.

As a man of principle and a man of honor…The General could NOT allow that to happen. It went against everything he had vowed to uphold as an officer and a soldier…It went against all that which he had valued as a man. Those five brave kids had put their necks on the line for them time and time again…And in his mind, it was about time they returned the favor.

"Sir…" said the Lieutenant, trying to break him out of his daze, "I strongly advise that we turn back and…"

"We're not going back…" said the General firmly.

"What!" said the Major, looking back at his superior as if he had a screw loose, "Sir, you can't be serious! The Colonel has gone mad and we…"

"And we have to stop him!" said the General with a determined tone, "He's going to start a war…He's going to exact nothing short of genocide! And we can't let that happen!"

"But how…" began the female sergeant, but the General didn't give her a chance to finish.

"Get in touch with every security branch in the government you possibly can!" he ordered, "Call everybody, and I mean EVERYBODY! Pentagon, FBI, CIA, Department of Defense, even SHIELD…As long as they have security capabilities, call them! I'm going to get on the phone with Nick Fury…As much as we all dislike him, only he can help us with this. We have to stop the Colonel! We owe those five brave souls that much after everything they've done for us…And so we'll stay the course! It's time we do our part…Because I know Shadow Cell will do theirs."

* * *

Back at the Xavier Mansion, things had been fairly quiet as the affects of Shadow Cell's attacks seemed to effectively wane. Professor Xavier and Beast spent much of their time in the lower levels finishing Cerebro's reprogramming while Ororo and Logan helped those that were still injured recover and leave the infirmary. And for the most part, things were returning to some sense of normalcy…But it wasn't without some significant overhaul.

Since everybody had been managed to recover from the attacks, Danger Room sessions were kicked up a notch with extra long periods of training at more advanced difficulty settings. Such actions bought many complaints from both the regulars and the New Mutants, who weren't used to such rigor, but such preparations were seen as necessary since much of the security system lay in shambles and if Shadow Cell attacked again, they at least wanted to put up more of a fight.

Yet while the X-men, both old and new alike, continued to train vigorously in the event of another Shadow Cell attack, they were unaware of an ominous presence watching over the institute from a ridge not far from the still tattered gate. Only this time…It wasn't Shadow Cell. Instead…It was the one who had helped make Shadow Cell the deadly force they were…Magnum.

She was currently staking out the terrain of the institute through a pair of binoculars, taking note of the security, much of which wouldn't be a problem since her pupils had destroyed it for the most part during their run. That would definitely make things easier for her for this little mission. In a ways, she was almost disappointed that this little task wouldn't be much of a challenge…But there would be plenty of time for that later on. That much she was certain of.

With the institute now firmly in her sights, she took out her black cell phone and dialed a specially allocated number to call Dr. Essex, who was still busy working on he extra adjustments his machine would need in order to accommodate their final component. Communication was still limited, but it was something they could easily work around given the Colonel's deadest focus on finding the five mutant soldiers.

"Nathanial…" she said upon hearing the slight click on the other end, "I'm at the institute. I've just finished scoping the area out."

"Excellent…And do you think it'll be a problem?" he asked, eager to begin the final step as soon as possible.

"Oh please…" she scoffed, "I've handled much worse challenges…These are but mere children. Super powered or not, they haven't got a chance."

"I'll take your word for it in that regard, Magnum," said Dr. Essex in full confidence, "Just remember…Time is of the essence. Just get the girl and get out as quickly as you can. Chances are this may bring the X-men into the conflict, but that'll only make things easier in the long run when I take them prisoner and use them in my machine…Either way, they haven't got a prayer."

"Agreed…" said Magnum as she put away her binoculars and looked back at the imposing structure with sheer determination, "Their security system is still shambles, their confidence has been stunted by the previous attack, and their too naïve to have the faintest idea of what's truly going on. They will fall…They will submit. That much you can be sure of Nathanial…"

"And I would expect nothing less my dear…" said Dr. Essex with an approving tone, "Just remember…Time is of the essence here. We need Rogue in order to proceed. Do what you have to, but DON'T kill any of them…I need every mutant alive in order to make my ultimate plan succeed."

"It shall be done…" she affirmed as she took in the challenge before her, feeling confident and poised to do her part, "But what about the Colonel? Will he be a problem?"

"Oh nonsense my dear…" scoffed Dr. Essex, "That paranoid fool still thinks he has me under control by keeping me quarantined in my lab. Apparently that little double cross earlier worked out exactly as I had planned. He doesn't suspect a thing."

"And for his sake…He better not," said Magnum ominously, "Because if he becomes a problem…I will waste no time in making sure his final moments are as painful as possible."

"One step at a time, Magnum…" said Dr. Essex with a slight chuckle, finding Magnum's eagerness to be a bit overbearing given the situation, "Just focus on your current task and we'll worry about him later."

"Right…" she said, somewhat disappointed, but undaunted none the less, "I understand and am proceeding with the mission…Over and out."

And with that, Magnum put her cell phone away and readied herself for the vital task at hand. Her objective was simple…The obstacles before her were inconsequential…And the stakes couldn't be higher. She was so close to finally getting what she wanted with this…She was so close to obtaining that which she once thought was impossible. With only one piece of the puzzle left, the final countdown to her hour of triumph was finally at hand…And it would be done thanks to a mysterious young girl named, Rogue.

While Magnum was making her way into the institute through the already tattered security, much of the X-men along with some of the New Mutants were going on their fourth hour of danger room training. Warren and Logan had been leading an exhaustive crash course of advanced programs meant to quickly and effectively hone the teams strength, skill, and operation…Or wear them down to the point of collapse whichever came first.

The affects of Shadow Cell's attack had been felt by all…But even those who understood the gravity of the situation were beginning to get a little weary at this point. They had done training this intense before and in such short order, but both Logan and the Professor deemed it necessary in order for them to be prepared in the event of another confrontation with Shadow Cell. But at the moment…All they wanted to confront was a nice relaxing shower and few days worth of sleep.

"Okay kiddies, back at the starting line!" ordered Logan from the top of the control room, "We're gonna run this again until we get it right!"

Warren, Betsy, Kurt, Kitty, Rogue, Gambit, Bobby, and Jubilee let out deep groan upon hearing Logan's orders as they literally dragged themselves back to the starting line, working on an empty tank as they wiped the sweat off their faces and took a few deep breaths before once again working the high level, high intensity course.

"Oh man, like, cut us a break Mr. Logan," groaned Kitty, who had to be helped back to the other end by Kurt, "We've been at this for four hours!"

"Yeah, even I have my limits…" said Betsy, who fared better because of her ninja training, but still felt the growing affects of fatigue.

Everybody else seemed to be in agreement, but that didn't stop Warren from trying to encourage everybody. Although he too was beginning to think that this was just too much for them.

"Hey, come on guys…" he said, sounding short of breath, "We have to get this right…And the sooner we beat it, the sooner we can all hit the showers."

"Ugh, if we don't collapse first that is…" groaned Bobby.

"Hey, complainin' ain't gonna win the fight!" said Logan via the microphone back up in the booth, "Tired or not, ya need this training!"

"Vhy? So ve'll be too tired to get our butts kicked again by those soldiers?" made Kurt, who didn't know how much longer he could hold out.

"Oui…Four hours o' killin' ourselves ain't gonna make things any better against dose homme's wit guns who probably been trained way more den we ever have," said Remy in agreement, "Or did ya forget what Fury said?"

"All the more reason to keep with it, Gambit," argued Warren, who, like the others, was still reeling from their last defeat at the hands of the five mutant soldiers.

"But seriously, homme…How's wearin' ourselves out like dis gonna give us a fightin' chance next time?" asked Gambit, "Won't dat just make it easier for dem?"

"Ah can't believe Ah'm sayin' this…But Ah agree with Remy," said Rogue as she wiped a thick layer of sweat off her brow, "We ain't gonna put up much of a fight in our current state."

As much as Warren wanted to argue the point, even he had to admit this was too much for them. No matter how hard they trained, it wasn't going to give them a definitive edge over those five soldiers who had been trained almost every hour of every day for nearly a decade. He just didn't want to see the team that had become so important to him become so vulnerable and exposed in the face of a powerful foe that had already beaten them once before.

Letting out a sigh of defeat, the winged mutant was forced take many deep breaths, prompting Betsy to lend him a hand. She could tell via telepathy what was going through his head and she knew it was hard for him, given that he was the team leader. But as a fellow teammate and his girlfriend, she tried to lend what support she could.

'It's okay luv…' she sent him as she helped him regain his poise, 'I know this has been really hard on you…But we'll get through this. I know we will.'

'Thanks Betsy…' sent Warren in response, his demeanor becoming noticeably better, 'I hope you're right.'

Back in the observation tower, Logan was preparing yet another level 8 simulation. This was well above the level that they usually trained at, but such intensity was necessary given the situation. They had to be prepared…They had to be ready to fight against this force. He knew probably better than anybody else the power and cunning of black programs due to his experience with Weapon X, but given that what they were facing was bolder, stronger, and more powerful than anything they had gone up against before, he wanted the kids to be ready…To be strong. But as their current progress could attest, such a task was easier said than done.

"Alright X-men…Get ready!" he said as he punched in a few commands on the control counsel, "Remember, same objective…Get from one end of the course to the other in less than three minutes! Use teamwork, but use your own wits as well! One alone ain't gonna do ya any good here! At the sound of the buzzer, get goin'…Because the sooner ya finish, the sooner we can all rest."

And with one final command, the buzzer sounded and the team of young mutants went to work on yet another run of this difficult and challenging course. Logan watched with growing anxiety as he saw the affects of their fatigue showing in their execution. Warren wasn't flying as high or as fast, Kurt wasn't teleporting nearly as far, and Jubilee's aim was a bit off to say the least. Betsy and Remy fared a little better given their level of experience and Rogue was an extra tough girl, so she carried herself well.

At first it seemed to be going well with the initial destruction of the hovering laser cannons and paintball guns, but after as soon as the team diverged along two paths, Bobby and Kitty began slowing the others down after getting hit with a couple of paintballs. Kurt tried to port back and help, but he only ended up getting singed by a laser blast. From there, it continued to fall apart. Jubilee's aim ended up doing her in by leaving one of the paintball guns undamaged and Warren's slower flight speed made him a sitting duck for the laser turrets. Betsy tried to cover him, but ended up leaving herself exposed in the process, which caused her to take a paintball to the back. After that, it was pretty much fair game for Rogue and Remy, who were simply overwhelmed in the end before they could even get to the halfway point.

Seeing this only made Logan more frustrated, for it wasn't helping their chances against Shadow Cell. If anything…It was doing the exact opposite. But he hated simply standing by ideally and not doing anything while Shadow Cell was out there planning who knows what. He may not have liked Nick Fury all that much, but he believed him when he said something was up…And like he said, the X-men were probably the only ones capable of fighting back.

"Okay kiddies…Now yer just gettin' sloppy," he groaned into the microphone, "Now get back to the starting line, take a quick breather, and we're gonna do this again!"

Down on the floor, a wide range of groans echoed through the vast room as the tired and battered team once again found themselves drudging back to the starting line.

"Oh dang! Ya gotta be kiddin' me!" exclaimed Rogue, "We couldn't even make it half way this time!"

"And that's vhy ve've got to run it again, mien sister…" groaned Kurt, "Until either ve beat it or die trying…Vhichever comes first."

"I for one choose the latter…" muttered Bobby, stretching out his sore limbs in preparation for yet another run.

Logan simply shook his head in exhaustion, for he was truly at wits end with this. It seemed as though nothing they did would help better their odds against Shadow Cell. The more they trained, the more sluggish they seemed to become. But they just couldn't do nothing…He hated doing nothing. There really seemed to be no way out of it.

"Still at it I see…" came a familiar voice that quickly snapped Logan out of his daze.

"Ro?" said the former living weapon as he turned to see the once revered weather goddess standing before him, "I thought you were still taking care of the others upstairs."

"I was…But they didn't need much other than some aspirin, food, and rest," said Ororo, "They should be up and ready for the danger room again by tomorrow."

"Good…" said Logan, still sounding exasperated, "But so far it ain't doin' the regulars much good. It's been four hours and they still can't seem to beat this thing."

"What level are you running them at?" she asked as she anxiously looked down at the tired team through the observation deck.

"Level 8…" said Logan, "And they've been on the same damn course for two hours now. We need them to get better…But at this rate, they'll never stand a chance against Shadow Cell."

Feeling both tired and frustrated, Logan let out a deep sigh as Ororo continued to watch the other students with a hint of great concern in her gaze. While she had been tending to the still injured Tabitha, Amara, Rhane, Ray, and Roberto with the help of Sam and Jamie…Those that were fit enough were only injuring themselves further with rigorous training.

She didn't like how they had been beaten by Shadow Cell either, but preparation like this seemed almost counter productive in many ways. She knew Logan and the team in general didn't want to just stand by and do nothing…But there had to be a limit and right now, they were flirting with it.

"By the Goddess…They look like they're about to pass out," she said as she took in their exhausted looks.

"Yeah…I know," muttered Logan, "But we can't afford to relax our guard. With the security system down, there ain't much standin' in the way of either Shadow Cell or any wannabe attacker."

"But there's a difference between being vigilant and being foolhardy…" argued Ororo as she turned back to her friend, "I know you want to make sure they're ready…I know this matter is one not to be taken lightly. But pushing them like this isn't going to shift the odds in our favor."

"That may be true, but I'm not gonna just sit by and…" however, Ororo didn't let him finish as she placed a comforting hand upon his shoulder.

"I know, Logan…I know," she said in a soft, understanding tone which always seemed to have a powerful affect on the raging wolverine within, "You're worried about their safety…And believe me, I am too. But we have to remember that they're still just kids…They're still students. We can't start treating them otherwise overnight. They need to stay mentally attuned as well as physically attuned. I know the challenges we're facing are great…But we can't take everything head on. We need to take things as they come…Work through each challenge as it arises. I know it's hard…But it's like I said before…We have to have faith."

Looking back into the pristine blue eyes of Ororo Munroe, Logan could not deny the truth in her words. As hard as it was for him, he knew she was right on many levels. To him, pushing the kids seemed to be the only way to prepare them for the inevitable…But looking back at their exhausted faces, the cost of such actions didn't seem justified. There was a lot at stake here…More so in Logan's case since it involved that girl…X23. Even though she had tried to kill him during their last encounter, a part of him wanted to face her again…To talk to her and get through to her. It was clear that she and her comrades had reasons for doing what they had done…Reasons that they couldn't yet ascertain. And if they were to stand a chance against whatever or whoever it was they were facing that was pulling all the strings…They had to be prepared both mentally as well as physically.

Finally conceding to the point, Logan grabbed the microphone once again and addressed the tired and tattered team.

"Alright kiddies…That's enough for tonight. Hit the showers…"

The others looked back up at the observation deck in shock, wondering of they had just had an auditory hallucination of something because of their exhausted state.

"You heard me!" said Logan, upon seeing their befuddled looks, "Beat it before I change my mind!"

Not wanting to squander their chances, the X-men let out a brief sigh of relief as they scrambled out of the danger room with a renewed burst of energy, eager to get topside again and get some deeply needed rest.

And upon seeing Logan's actions, Ororo couldn't help but laugh and smile a bit at her friend. And although the feral mutant tried not to show it…He actually managed to smile a bit as well.

"You definitely have a way with words, Logan," said Ororo with a smile as she followed her friend back to the elevator as well.

"You know me, darlin'…" said Logan with a wolfish grin, "Sometimes I just like to keep things simple…"

* * *

As the tired and exhausted X-men returned to the ground floor of the institute, they saw that the sun had set outside and they were already entering into the late hours of the evening. It was past nine on a Friday night and usually this was the time when some of them would stay up late and watch movies or go out and have a little fun in weekend night life of Bayville. But tonight…Nobody had the stomach for any such activities. All they desired now was rest.

"Oh man…I'm beat," said Bobby, as he and the others exited the elevator, "I feel like I could sleep through the whole weekend."

"To hell vith the veekend…" groaned Kurt, "I could sleep through all of next week!"

"If only we could, Kurt…" said Warren as he stretched his wings a bit to get the feeling back in them, "But chances are…This little danger room routine will be a mainstay for a while…At least until this whole Shadow Cell deal passes."

"No kidding…" groaned Betsy, still sore from the pounding she took last time they fought the five mutant soldiers, "In any case, the sooner we take care of this mess…The better."

"Yeah…Like that's gonna be anytime soon," made Rogue as she ran her hands through her sweaty, disheveled hair, "Who knows what those guys are up to now…For all we know, they could be watchin' us at this very moment."

"Yeesh, you sure know how to, like, end the night on a chipper note, Rogue," commented Kitty, not taking too much comfort in her words.

"Hey, they could be watching for all I care…Because for the rest of the night, all they'll see is a bunch of sleeping mutants," said Bobby as they all ascended the stairs and diverged to their rooms.

"Amen to that!" said Jubilee, "Later guys…"

"Later Jubes…" said Bobby as they both sauntered to their rooms.

And with that, the exhausted team of mutants diverged and headed off towards their own rooms. Betsy and Warren lingered by one another, a sight which Rogue rolled her eyes as she made her way to her room where she planned to either collapse or change out of her uniform, whichever came first. Kurt and Kitty retired to their rooms as well, although they stopped along the way to check up with some of the New Mutants who had been out of it the past few days since the attack. Overall, they seemed to be doing a lot better and it was just a matter of getting them on their feet again before sending them back into training. Either way, their presence would be needed, for if they were ever unfortunate enough to face Shadow Cell again…They were going to need all the muscle they could get.

However, unknown to the exhausted team of mutants, that confrontation was closer than they thought, for Magnum had breezed her way through the outer defense barriers of the institute, thanks largely to the damage already done earlier by her pupils. There were a few turrets that had gone undamaged…But they were quick and easy prey for her seemingly super human gun slinging skills. Once she got close enough, she wedged open a window and skillfully, made her way up to the upper levels where the dormitories were. And it was here where she would make her move…And from the looks of it, her timing couldn't have been better.

"Security here is pathetic…" she scoffed to herself as she carefully and skillfully made he way through the halls of the first floor, "It looks like this is going to be easier than I thought…"

Once she made her way past the kitchen, she found herself in the foyer. There were a few security cameras along the way, but that was nothing a quick shot from one of her guns, which she had fitted with a silencer, couldn't handle. Her main concern was to look out for those such as Wolverine, who could probably smell her, Storm, whose weather powers could be difficult to deal with, and Gambit, the young man who harbored quite a flame for Rogue if the reports her pupils gave were accurate. But so far, she had seen neither…And that's all the window she needed to make her move.

Making her way up the stairs, she quickly discerned some chatter from some of the doors, hinting that the regulars were topside once again. It would play out better than she had anticipated because it meant she wouldn't have to sneak down to the lower levels. She had to duck inside a couple of closets on a few occasions to avoid detection from those still up and about, namely Kurt and Kitty. But thankfully, there were no other obstacles in her way and the path lay open to Rogue's room.

Thanks to the layout she had so meticulously memorized before hand, she knew exactly where the southern woman's room was. And as luck would have it…It was completely empty when she got there. Knowing she had to return sooner or later, Magnum simply concealed herself behind the door and waited for her return…And much to her delight, she didn't have to wait long.

Rogue had decided to make a trip to the bathroom before she turned in, wanting to wash some of the sweat and grime that had built up upon her face…Not to mention patching up a couple of sore spots left by a couple of the laser turrets. She was tempted to change out of her uniform next…But as she entered her room, she just wanted to collapse and sleep for the rest of the weekend.

"Ugh…Finally…A little peace and quiet," she moaned as she sauntered into her darkened room.

Such words almost made Magnum laugh, for peace and quiet would be coming sooner than she thought.

Then suddenly, as she closed her door behind her, the Russian born mercenary sprung into action and carefully snuck up on the southern born mutant with a cloth of chloroform in hand. At first Rogue seemed unaware, but her instincts quickly kicked in as she suddenly felt as though she wasn't alone in the room. And the second she turned around…She was only met with grim confirmation as the hard hitting fist of Magnum made contact with her gut.

"Hey! Arggh!" she grunted as she quickly keeled over, only to come face to face with a chemical laden cloth.

"Breathe easy little girl…Peace and quiet await," taunted Magnum as Rogue suddenly found herself in a death grip from the strong Russian Woman.

She managed to struggle a bit at first, trying to get one of her gloves off to drain this woman before she went under. Unfortunately, she seemed to know her reaction all too well and kept her arms and limbs restrained with strength that seemed inhuman. She was a fighter, that much Magnum would concede too…But fighter or not, she soon succumbed to the mind numbing unconsciousness of the chloroform, leaving her body limp and helpless.

"There now…Sleep tight," she said as she removed the cloth, "It'll all be over soon enough…"

Then, just as the strong Russian woman lifted the limp body of the southern born mutant with ease, she was met at the door with a sudden obstacle…One that she had a feeling she was going to face from the get go.

"Hold it right there, lady!" said Remy with a menacing glare in his eyes, holding in his hands several charged cards, "Drop de girl or Gambit drops you!"

Remy had just come by to say goodnight too Rogue as he often did, but upon hearing a muffled gasp, his instincts kicked in and he hurried down to her room to see if something was wrong…And now he knew.

"Remy Lebeau I presume…" said Magnum in her thick Russian accent, "Tempted to snuff me before I snuff your little flame…Aren't you?"

"Back off lady! Remy's warnin' you!" he said as he prepared to unleash a barrage of cards.

"Little man…" said Magnum, not sounding threatened in the slightest, "You have no idea who you're dealing with…"

Then suddenly, in the blink of an eye, Magnum whipped out her beloved 44 caliber magnum and shot the three cards out of Remy's hand with perfect aim and skill. At first Remy was shocked as he stumbled back at the feeling of the high caliber bullet whizzing by his hand, but before he could reach in for another card, Magnum fired a seconds shot directly at his hip where his cards resided, slightly grazing his skin, but completely obliterating his main weapon.

"Augh! Merde!" he swore as he stumbled back.

He was prepared to fight with his bear hands now, but Magnum wasted no time in drop kicking him before he had a chance to recover. And upon feeling the tall, imposing woman's foot against his chest…He was unpleasantly surprised to find that she was a lot stronger than she looked.

"Stay back, Cajun…" she said in a threatening voice as she began making her way back down the hallway with Rogue's unconscious body hitched over her shoulder as if it was as light as a pillow, "I'm taking your girlfriend…Don't make it any harder than it has to be."

Upon hearing that, Gambit simply set aside the bodily pain that still lingered from Magnum's kick and was back on his feet. But thankfully…He wasn't alone this time. For the commotion of her gunshots had not gone unnoticed by the others.

"I'd stop if I were you lady…" said Warren in a threatening tone, who now stood along with Betsy, Kurt, Kitty, and Bobby in the narrow hall, blocking the way she had come and the way she needed to go in order to make her leave, "Or should I say…Magnum!"

Upon hearing her name, Magnum actually grinned somewhat…For now things had just gotten more interesting.

"So…You know my name…And chances are you probably know who I represent," she replied as she set Rogue down and held her limp form by the neck with one hand while she kept her 44 pointed directly at the crowd of mutants before her.

"Give it up, bitch!" said Betsy as she formed a couple of psionic blades, "You're boxed in! And we're NOT letting you leave with our friend!"

"Ja! So let mien sister go!" demanded Kurt, who looked ready to tear into this woman for threatening his only sibling.

"I'm afraid that's not possible…" said Magnum as she put her gun away and took out her hunting knife and held it to Rogue's throat in standard CQC style readiness, "Because I am taking this little bitch with me whether I have to go through you or not…Now you can sick that bald headed prick or that psychotic mother of hers on me…But I'm not leaving here without her. And you can either get out of my way, or you'll be picking up goth girl here with a sponge!"

As they took in the deep, imposing glare of the deadly Russian woman, the powerful team of mutants held their ground, not willing to let this woman take their friend. Remy was still on his feet and slowly making her way over to the strong Russian mercenary from behind…But as soon as he got close, he was it with another lightning fast kick…This time to the neck, which sent him falling back to the ground, nearly choking on the air around him as a result. He continued to struggle to at least try and help Rogue…But with a knife in hand, Magnum was clearly holding all the cards.

"You see…It's futile to fight me," she said menacingly, "And you know there's no possible way to defeat me…"

"Oh yeah, how do you figure that lady!" spat Bobby in response, who looked ready to put this intruder on ice.

"Because…I'm not afraid to kill," she said with a menacing grin.

That hit everybody harder than any bullet or blow could ever manage and they slowly began to take a step back as they continued looking down the barrel of the powerful Russian mercenary's gun. It was an action that would definitely save further violence and it was all the edge Magnum needed to make her leave.

"That's it…Now you're playing by the rules," she said as she inched her way forward with the unconscious Rogue still before her as the perfect shield, "Now…Out of my way or I'll take an eye out!"

That got them to stumble back as Magnum held her knife directly before Rogue's eye. Upon seeing her opportunity, she scrambled down the stairs and stashed her knife in her holster again and whipped out her gun and pointed back at the team the whole time in a threatening gesture, making it clear that she was not playing games with this. She had what she wanted and now she was going to leave with it no matter what she had to go through…It's why she was the best as her trade.

"You X-men are pathetic…" she taunted as she now stood with only the door behind her as she reached the ground floor of the foyer, "You have no idea the kind of game your playing…But I assure you, you'll know soon enough. And your little friend here will be the key that makes it all possible."

Then, just as she was about to head out the door, a loud, animalistic roar came from one of the corridors leading from the elevator that went to the lower levels. It was a roar Magnum quickly recognized, but in her mind…It was too little too late.

"ERR! Drop the girl, bitch! Or I'll rip you apart!" yelled Logan as he came charging down the hall with both sets of claws drawn.

"Big words from a little man…" quipped Magnum as she wasted no time in making her move.

Then, just as Logan was a mere fifteen feet from Magnum, she blasted him with a single 44 caliber slug from her gun, hitting him directly in the chest and impacting him in a way that sent him flying back in a pained heap.

"Logan!" yelled Ororo from down the hall as she scrambled over to her friend's side with the Professor and Hank not far behind.

The regulars scrambled down the stairs in wake of the confusion and now everybody seemed to converge in the foyer, but they all stopped as Magnum kept her gun at the ready…Making clear that any further resistance would not result in their favor…Especially with Rogue still at her mercy.

"Magnum…Stop!" ordered Xavier as he quickly tried a mental probe, but was only hit with tough mental shielding in response.

"Don't bother, cripple…You're powers won't break me," she said menacingly as she backed closer and closer towards the door, "But thankfully…You won't have to. Now that I have Rogue, I can carry out the second little task of my mission."

"Second task?" said Warren in a confused tone.

"Yes…In addition to extracting this important little specimen…I was also told to give you all a little message, courtesy of Project Shadow Cell," she said with a stoic expression, "You are all pawns in a game…Pawns of a plan bigger than anything you could ever imagine. This is but the first step for you…And the final step for humanity."

With that said, Magnum was ready to make her leave, but from the top of the stairs, Remy Lebeau refused to let her take Rogue and struggled to overcome his physical pain to save the girl that meant so much to him.

"NO!" he yelled as Warren and Betsy were forced to hold him back, "I won't…Let you…Take her!"

"Too late, X-men…" said Magnum as she put her knife away and took out a small black object from her trench coat pocket, "Rogue is mine. And now…The clock starts ticking. The dye is cast…And a very sinister future awaits you all."

Then, Magnum proceeded to throw the small black object to the ground, which quickly exploded in a maze of smoke that quickly consumed the area.

"Rogue! ROGUE!" yelled Remy as he broke free of Betsy and Warren's grasp and tried too fight his way through the smoke.

"Give me back mien sister!" yelled Kurt, who made a similar lunge into the smoke.

However, as Magnum had said…It was too late. Because when the smoke cleared…Both she and Rogue were gone.

* * *

AN: Now things are heating up a bit! The X-men are now a part of the game and Rogue is now in Shadow Cell's sinister clutches! The turmoil is getting worse and the situation is getting all the more complicated with the Colonel seizing power and Dr. Essex secretly moving ahead. Here is where the big turning points begin to take shape and the seeds of the big conflict have finally been sewn, so stay tuned to see how it pans out! You won't want to miss it and I hope you enjoy the little surprises I have planned! As always, I urge each and every one of you to REVIEW! Send them to me via email or post them on the fanfiction website! I appreciate every last reader of this story and I wish you all the best!

IT'S GETTING HOTTER PEOPLE! REVIEW BEFORE IT CATCHES FIRE!


	36. Confusion and Revelation

**Sinister Soldiers  
Chapter 36: Confusion And Revelation**

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**AN: Hey everybody! Just a quick message before I begin. As you all probably know, new regulations on stipulate that there can be no more review responses, so from this moment onward, I will be responding to reviews via the reply feature. Want to hear from me? Review and ye shall be granted a response! But for now, no more of my usual pre-chapter responses. Sorry. Now that doesn't mean you should stop reviewing! I urge each and every one of you to continue to provide me feedback! Thank you all and this is hereby my last pre-chapter response. Enjoy the chapter and the rest of the story! Slickboy out.**

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With Rogue's abduction and disappearance at the hands of the skilled Russian mercenary, Magnum, all hell once again broke loose at the institute. It had been bad enough when they were attacked and overwhelmed earlier by the five soldiers of Shadow Cell…But now one of them was actually missing and now under the control of the organization Nick Fury had told them was wrought with unsavory characters. They had no idea where they were, what they wanted with their friend, or even who was pulling all the strings with this ordeal. But now that the stakes had just been heightened with Rogue's kidnapping…The X-men were determined to fight in whatever way they could against this mysterious foe.

In wake of Magnum's sudden departure with Rogue, a widespread search was quickly scattered throughout the institute grounds to see if there was any trace at all of Russian woman and their friend…But being the good mercenary she was, Magnum had covered her tracks well and left no clues behind as to her whereabouts. Meanwhile, Beast, Kitty, and Bobby tried to sift through the security system, hoping that the cameras had caught anything that might help…But once again, the sheer efficiency of Magnum's methods were clear for all to see as each and every camera along the way was either blown apart by a single, well placed bullet or completely avoided altogether.

While the rest of the team was desperately searching for any sort of sign for their friend, Professor Charles Xavier did what he could with the newly reprogrammed Cerebro. He tried an exhaustive psychic scan at nearly full power…But wherever Rogue was now, it was so heavily shielded that not even he could sense any hint or trace of her or Magnum. He tried working every angle he could, but the captors they were dealing with this time around were just too skilled…Too cunning.

With a defeated sigh, Professor Charles Xavier took off the high tech, telepathy enhancing helmet and set it aside…For if he couldn't find a trace at this point, then it was already too late for now. Whoever had Rogue now had her in a secured place…One where even his psychic eye couldn't penetrate. It was a hard, frustrating notion to accept…But at the moment, there seemed to be nothing more he could do.

"Well! Did ya find anythin'!" asked Remy, who had been waiting anxiously outside along with Kurt as the Professor exited the Cerebro control room.

"I'm sorry…" said the wheel chair bound man with a great deal of remorse, "But I couldn't find anything…Whoever has her now has made certain to leave no trace of their presence."

"But how can that be!" exclaimed Kurt, not wanting to accept the fact that his sister was in the hands of some shady organization and there was nothing he could do about it, "Vhy do they even vant Rogue? Vhat does she have to do vith any of this?"

"Please Kurt…" coaxed the Professor, hoping to ease the young man's obvious anger and concern over Rogue's safety, "I know this is hard for you…And I wish I had the answers you deserved, but…"

"I don't care about answers!" spat Kurt in response, "I just vant my sister back!"

And with that, he simply stormed off back down the hall, leaving both the Professor and Gambit behind to contemplate their next move. Kurt's reaction had shocked the both of them, but given that Rogue was his only family other than their estranged mother…They could understand his feelings.

"So what now, Professor?" asked Gambit, desperate for any hope at this point of getting Rogue back, "What do we do against an enemy dat doesn't technically exist?"

"I wish I knew, Remy…" said the Professor with an exasperated sigh, "But at this point, all we can do now is keep searching."

"Keep searching?" said Remy, not sounding too enthusiastic about that plan, "Searchin' for what? We don't even know were to start!"

"I know…" conceded the Professor, wishing he could do more, but feeling so much at a loss, "But rest assured my boy…We will find Rogue. We will find out who's behind all this…And we will stop them."

"I hopes you're right, homme…" said the Cajun mutant as he walked off, his thoughts lingering on Rogue and how he failed to save her from that strong Russian merc, "For Rogue's sake…I really hope you're right."

* * *

After having stormed away from the Professor in a fit of rage, Kurt found himself in his room once again, wallowing in his own fit of anger and sorrow. It was bad enough that somebody now had his sister…But even worse that he had allowed himself to lash out against the people who were trying to help her. He knew he was out of line for yelling at the Professor…But when it came to Rogue, it was too hard for him to hold himself back. 

Only a short while ago, he and Rogue had discovered that they were siblings…Bound together thanks to the one woman they both held a pretty hefty distaste for. It wasn't by blood…But it was more than enough in his eyes. Even though it had taken them awhile to get used to the idea of them being siblings, Kurt had truly come to see Rogue as his sister in every way that mattered. And while she had been a bit more reluctant…She eventually came around as well. Things were still rocky between them at times, but they were still family…Something Kurt deeply valued and wanted to hold onto in every possible way after having been born into a world of isolation.

It was somewhat conflicting to him since he was already blessed with a wonderful foster family that he loved as if they were his own. And having Rogue as his sister was just so unexpected, but the mere fact that they were still linked together was enough in his eyes to make her family. Maybe it was because growing up in Germany, he had come to really value family as an emotional anchor in dealing with his appearance since his adopted family had accepted him. And having Rogue as his sister just seemed to add to that anchor because it made him feel less isolated and alone…Which just made the knowledge that she was gone even worse to deal with.

Kurt wasn't sure how long he had let himself sink into his stupor, only feeling worse now that he had lashed out at the Professor as a result…But it wasn't like he kept track. The commotion amongst the others was still clear as he heard Warren and Betsy barking out orders to the others as they often did in emergency situations, and this time nobody seemed to question or oppose such actions given that they had been attacked again and one of them was missing. Thankfully, they left him alone…And for good reason, because in his current state, he didn't feel as though he would be much of a help anyways.

With a heavy sigh, Kurt found himself simply staring at the midnight sky, letting each second tick by as if to further separate him and Rogue. There was truly nothing he could do about it…There was truly no way to undo any of this. His sister was now in the clutches of some shady group that didn't even exist and there was no telling what they were going to do to her. He tried not to think about that as he focused his attention on the starts…Then suddenly, his door opened and he was shaken out of his state by a new presence.

"Kurt?" said Kitty Pryde as she anxiously made her way over to her friend with a worried look on her face, "Kurt, are you okay? I knocked, like, eight times and you didn't answer."

Such news surprised Kurt, for he hadn't heard a thing. Thanks to his current state of mind, such things hardly registered in his mind since he was so focused on his sister. But that only made him feel worse because it showed just how greatly this was affecting him.

"Sorry Kitty…" he said to her with a deep sigh, "I just…I have a lot on my mind."

"Yeah…I know," said Kitty as she walked up next to him and stood close by her friend.

Kurt once again fell silent, unable to think of anything else to say at this point. But Kitty didn't want him to stay like this…Not in a time like this when they all needed to be strong.

"Remy told me about what happened with the Professor," said Kitty, breaking the silence.

"Ja…I had a feeling," said Kurt, once again feeling bad about what he had done in his distraught state.

"Want to talk about it?" said Kitty in response, not wanting to just leave it at that since it was obviously bothering him.

Kurt simply took a deep breath as he bowed his head in remorse for the situation he now found himself in.

"It's just that…Rogue is my family," said Kurt, shifting his gaze away from the stars and towards the young woman that so often gave him solstice in this crazy world they were apart of, "Even if it's not by blood, she's every bit as important to me as my foster parents. She's a part of something that really does keep me strong because I just…It really means a lot."

"Family…Yeah, I know," finished Kitty as she saw him struggle with the words, "I can tell it really means a lot to you."

"It does…And I guess…I guess it's just really hard because Rogue and I vere finally beginning to develop a decent brother/sister relationship. You know she vas a bit stubborn about it at first, but…I think she vas really coming around…I think she vas really starting to accept me as family."

"That's because she is family…" said Kitty, seeing that he was thinking about this in a somewhat skewed way, "Kurt…You can't keep beating yourself up about this. I know it was a big deal when Rogue found out the truth…And I know you two kind of, like, clashed at first."

"That's putting it mildly…" commented Kurt, almost chuckling a bit at such choice words.

"Very true…But be that as it may, it didn't change anything," she said in an affirmative tone, "You two are still family whether she accepted it or not…And don't think that because of this, that'll change."

"I know…I know," said Kurt as he found himself looking back at the stars, his thoughts once again dwelling on Rogue's current state, "I just…I vish I could have done more…"

"Hey, we'll get her back, Kurt…I know we will," said Kitty, managing a warm smile as she snaked her arms around her friend and pulled him into a comforting hug, "We're going to get your sister back…You just have to be strong…We all do."

And with her gentle words and comforting gesture, Kurt actually felt himself ease up a bit. The warm feeling of Kitty Pryde's arms around him was nothing short of therapeutic as he felt the tension in body and mind ease ever so slightly as he sunk into her embrace. Kitty had always been his best friend and she always had a knack for making him feel better when he was down. And even in this gravest of times…She managed ease his concerns and remind him that all hope was not lost. He had to be strong…Not just for his own well being, but for Rogue as well. He was still deeply concerned about the safety of his sister…But thanks to Kitty, he felt he would have all the strength he needed to bring her back safe and sound.

* * *

Back down in the foyer, the search party once again converged after yet another unsuccessful sweep of the area. Logan and Warren had made exhaustive searches both high and low all over the surrounding area and Betsy had been searching for any psychic hints of either Rogue or Magnum. They hadn't found much other than the faint scent of a van, but thanks to the gentle winds of vast area around them it had quickly dispersed into nothingness and they found themselves right back at square one.

"Any luck?" asked Remy, who had chosen to wait up in the foyer since the Professor and Beast didn't seem to be having much luck on his end.

"Nope…Nothing," said Warren in a frustrated tone, "Magnum was every bit as good as Fury said she was…No trails, no scent, not even a single hint of an escape route. It was as if she just disappeared off the face of the planet."

Remy's hopes once again sank as he anxiously ran his hands through his messy, Cajun hair, growing all the more worried for Rogue's safety. She had always held a special place in his heart…But even he couldn't have imagined how much she meant to him now that this had happened.

"Great…So where in the bloody hell does that leave us now?" said a very tired and very frustrated Betsy Braddock.

"Square fuckin' one," grunted Logan, "The scent from that van she used faded and given how easy it is to get around the back roads, she could be anywhere in New York by now…And that's assumin' she's still on the ground."

"You mean she could have gotten on a plane or something?" asked Warren, thinking that would only worsen their chances.

"They're the government bub…There ain't much they can't do," said Logan, which wasn't helping their confidence to say the least.

A heavy silence fell over the team of mutants as they took a good look at their current situation. One of them was missing…Taken by some super secret project that wasn't even supposed to exist. They had no idea who was pulling all the strings here. And there was no hint or trace of where they were now. Such a scenario was not very uplifting to say the least.

"What about the Professor?" asked Ororo, "Did he find anything?"

"Non…" said Remy in a grim tone, "Nothin' at all."

"Terrific…" said Betsy, her words dripping with sarcasm, "So what do we do now?"

"I don't think there's much we can do, Betsy…" said Warren, feeling at wits end with this situation, "For now, we're just going to have to regroup and reorganize ourselves in case something comes up."

"You mean wait!" exclaimed Remy, finding that idea to be nothing short of stupid, "You mean, we're just gonna sit around here while Rogue is out dere with those psychos doing who knows what with her!"

"Remy please…Try and calm yourself," said Ororo, who could tell he was getting a bit hysterical.

"Yeah, take it easy Gumbo," added Logan, "I know it ain't the best plan, but it's all we got now. And we ain't gonna be doin' Rogue any good just running around here scrambling for answers."

"But we gotta do something!" he yelled back, never one to just sit by and let a situation get worse by the second.

"Remy…There's nothing we can do!" said Warren in a strong tone, "I know you're worried about Rogue…We all are. But we can't help her in our current state. We have to regroup…We have to gather our strength."

Remy still didn't like it, but there seemed to be no way around it. The mere thought of Rogue being in the hands of such a dangerous organization was enough to shake even his confidence, for these people had beat them not once, but on two occasions. They had failed…Plain and simple. And on the second time…It cost them dearly. It was difficult for his mind to process…But knowing he had to be strong for Rogue, he managed to calm himself.

"Fine den…" he said, no controlling his voice this time around, "So what's next oh fearless leader?"

"First thing's first…What about the others?" asked Warren as he turned to Ororo.

"I checked with Sam and Jamie and they seem to be handling them okay," she answered, "Jubilee's eyes are better, so she's up and about helping Bobby and Hank in the lower levels."

"Yeah, like that won't be a distraction for the ice cube…" muttered Betsy under her breath, but nobody chose to comment on it.

"Do you think they'll be able to handle it?" asked Warren, who always harbored doubts about the New Mutants given their lack of experience.

"They seemed to be carrying themselves quite well last I checked," said Ororo, "And as long as Ray, Roberto, Rahne, Tabitha, and Amara are still recovering, I think their services should be sufficient."

"Good…That means we can focus more on finding Rogue," said Warren, "And something tells me we're going to need all the manpower we can muster for this search."

"Well can't we call in dat Fury guy again?" asked Remy as he turned to Logan, "De homme helped us earlier…Why not again?"

"Hey, in case ya forgot Cajun…He wasn't here, remember?" said Logan, thinking Remy seriously needed a refresher course on the nature of super secret government programs.

"Oh…Right," grumbled Gambit in an increasingly frustrated tone, "So I guess dis means we're on our own."

"That's the way it's gotta be, bub…" affirmed Logan, "But secret or not, no stinkin' program is gonna use Rogue as a guinea pig on my watch. I don't care how far we have to go or how much we have to search, but we WILL find her! We WILL find the lousy prick behind all this and…"

Then suddenly, Logan stopped in mid sentence as he began sniffing the air.

"Logan…Logan, what is it?" asked Ororo, who knew that look on his face all too well.

It took a moment for his mind to process it…But what he smelled at that very moment was unmistakable…For this was a scent that couldn't be easily forgotten. At first he didn't believe it…Because logic told him it was impossible. It couldn't be…It was impossible, wasn't it? That's what he thought…But that's not what he smelled.

" Logan…" said Ororo, growing increasingly concerned.

Then suddenly, the recently reactivated alarm went off and everybody was sprung back into a state of readiness. They had already faced two major intrusions and they were not about to let a third one take them by surprise again.

"Team…I think we've got company," he grunted, unsheathing his claws as he turned towards the front door.

"Then let's go greet dem, non?" grunted Remy, taking out a deck of cards and charging them in preparation for anybody who dared to intrude again.

Instinctively, they all followed Logan right out the door, only to be met with a most unexpected sight out by the gates. They were neither moving nor poised for fighting of any kind, but they were standing right there in full combat gear…The five mutant soldiers of Shadow Cell. They had intentionally tripped the alarm to get their attention…And apparently, it had worked.

"X-men…" said Cyclops as he and his unit stood before the super powered team of mutants without any trace of fear or concern, "We need to talk…"

* * *

With the mutant known as Rogue now in their possession, Dr. Nathanial Essex had the final piece he needed to make his enhanced bio-mutagenic accelerator complete. As always, Magnum had delivered…Returning on time and without alerting the still raging Colonel, who was busy organizing massive search teams of GURSO soldiers in conjunction with the intelligence team. To any outside observer, they would have thought that the Colonel had truly gone off the deep end with this…But to anybody who even remotely knew him, his actions and demeanor came to no surprise. And as long as he didn't interfere with his work, Dr. Essex was content with just letting the paranoid fool be.

Once Magnum had returned with Rogue in hand, Dr. Essex quickly used a powerful sedative to keep her completely unconscious through the whole process. First, he did a few tests to make sure that her X-gene had the capabilities of handling the heavy load of stress that his enhanced machine would put on her. Once he was satisfied that her powers would be able to handle the task at hand, he loaded her into one of the bio tanks and submerged her in an oxygen rich, catalyst solution. Her vitals were closely monitored and her physiology was thoroughly scanned in preparation for the final steps.

Dr. Essex could barely contain his excitement as he watched with great euphoria at all the final pieces that now made up his ultimate machine. 100,000 years of human evolution and barely a fraction of mankind's potential had been tapped. What his last machine enhanced…This machine would take a step further. The time for life's greatest evolutionary leap was at hand…And so far, the plan was going every bit as flawlessly as Dr. Essex had hoped.

"Yes…It's working! Everything is finally in place!" said Dr. Essex as he eagerly looked over the readings from the machine now that Rogue was wired into it, "We've done it Magnum…All those years of planning and hard work have finally come together! The time for the greatest step in the history of mankind is finally at hand!"

"So I take it Rogue's powers shall suffice?" said Magnum as she casually walked before the floating, unconscious young woman in the secondary bio tank.

"Indeed they will…" said Dr. Essex as he brought up a scan of her X-gene, "However, in order to expedite the process, I may need to make a few adjustments."

"Adjustments?" asked Magnum curiously, "What kind of adjustments?"

"Oh it's simple really…" said Dr. Essex in an almost casual tone, "According to the scan, young Rogue's powers are not complete and only partially coded…Meaning they aren't anywhere near their full potential. And in order to ensure the best possible transfer and manipulation of life energy, her powers must be a peak performance. So that means I'll just have to complete her X-gene and make certain that she'll be able to perform the necessary tasks that this machine requires of her."

"After that, I take it that the rest is up to our most coveted students," concluded Magnum as Dr. Essex began to run a few programs.

"Indeed…But I am not concerned," scoffed Dr. Essex, "Shadow Cell will play their part…That much I am sure of. Years of training, discipline, and experience will not be in vain in this instance…Not after all my meticulous and careful planning."

"It is not Shadow Cell that I am worried about, Nathanial…" made Magnum, always one to consider every possible point, "What concerns me most is the involvement of the X-men. Now that we have one of their own, there's no question they'll fight to get her back."

"Ah, but that is the mere icing on the cake my dear…" said Dr. Essex with a sinister grin, "For you see…This machine was not just meant to fully evolve our five proud pupils…It is meant for all mutants. And as soon as my creations are endowed with all of evolution's most precious gifts…Then I shall move on to creating an army of fully evolved mutants, namely from the X-men and the Brotherhood should they also be foolish enough to get involved. And with this fateful step…Mankind will be at it's knees as natural selection does the rest."

Dr. Essex could see it now…For it was so close he could practically reach out and touch it. Mankind's poisoning of this planet was finally near it's end. The barbaric, self destructive mannerisms of homo sapiens was finally going to be replaced by a new, more capable species that would attain a level of peace, progress, and accomplishment that mankind couldn't even begin to fathom…And he was going to make it happen.

Nobody was going to stand in his way…Nobody. He was holding all the cards and pulling all the strings. The X-men couldn't stop him, Magneto couldn't stop him, not even his own creations could stop him at this point. It was all a matter of letting each pawn carry out it's role…And he would do the rest.

"So you're not worried that the X-men could cause any such changes in the plan?" said Magnum, still a bit skeptical that a group as well organized as them wouldn't at least pose some kind of complication.

"Oh please…" he scoffed, "They're still stumbling around in the dark. They truly have no idea the kind of forces they're dealing with. And even if by some miracle they gain the slightest hint of understanding…It won't make a bit of difference. For I'm confident that you and your 'friends' will be able to handle them."

"That much I'm not worried about," said Magnum, ever confident in her skills, "It's only a matter of expecting the unexpected. Remember, we've taught our pupils a lot about being soldiers…And we of all people should certainly not underestimate their aptitude."

"And it is for that reason why we must proceed with the utmost of care…" made Dr. Essex in response, "That means that you and the help you've brought in must ensure that the Colonel stays off my back, no revealing messages are leaked, and that every last official plays their part."

"Da…It will be done, Nathanial," said Magnum with an affirmative gesture, "I know what's at stake here for you…And for me as well."

"And that is why this next vital step must proceed without hindrance," stipulated Dr. Essex, "Because from these next vital tasks…We will finally achieve what we both want. You'll get your just reward…And I'll have mine. After that, the rest is simple…Nature, both environmental and human alike, will take it's course…"

"And I'll see to it that it does not deviate…" said Magnum in a determined tone as she exited the lab.

"Which is more than enough for me…" said Dr. Essex as he went back to preparing Rogue for her role in the final step, "It's all a matter of management now. The hard part is over…Now the fun part can finally begin!"

* * *

In the highly secured upper levels of Shadow Cell HQ, the Colonel continued scrambling with every single resource at his disposal to seek out and eliminate the five mutant soldiers of Shadow Cell before they could bring any further harm to the world. Now more than ever, his simmering hatred of mutants and all things concerning them drove his insane rage towards finding the five soldiers that had actually helped him rebuild his career and influence over their many years of success. But now that they had gone rogue, he finally had an excuse to see their kind wiped out.

And even though he hadn't told anybody, he had no intention of stopping with these five little freaks. He saw this as the defining proof that mutants could not be trusted. With word of this massive turn in the project, he was confident that the higher ups would see the cold hard truth that he had been trying to drill into their minds for years now. And with this, his GURSO unit could be expanded and brought to neutralize mutants everywhere that presented a threat…And once again, humanity would be safe.

However, in order for him to carry out such goals, he would have to work on the current task that was dogging both his unit and his resources. It had been bad enough that there had been holes in his meticulously crafted containment plan that he had practically drilled in each and every GURSO soldier from day one and he was still trying to wrap his head around such a phenomenon…Wondering what could have caused such a massive failure that would allow the five mutant soldiers to escape. His usual paranoia told him there had to be some sort of snitch or informant…And he had his suspicions about many. But he at the moment…He had only one goal…Take down those five soldiers. He would worry about everything else after he had their charred remains collected in body bags.

"You! Check with local CCTV scans of every city you can find in an atlas! And you! Cross reference any and ALL video feed with a description of every vehicle they could have taken!" bellowed the Colonel as he continued barking out orders to the already overstressed and overworked intelligence team, "I want these freaks found, you here! No excuses! I want them found!"

"Sir…" said one of the head intelligence chiefs who was scrambling to organize his people despite the Colonel's seemingly unending demands, "You have to give us time…At any rate, those five could be anywhere in New York by now. And if they hop a plane, there's no telling where they could go."

"Then you best get your people moving Mr. Director…" said the Colonel in a stern, forceful tone that made his subordinate stammer somewhat in his demeanor, "You! Has there been any sighting at all in ANY of the airports in the greater New York area?"

"So far, sir…None," answered one of the female analysts, "We're already monitoring any and all air traffic both civilian and military. If they take to the air…Trust me, we'll know."

"For your sake, you better be right…" he said in a menacing tone that left no room for response or arguments, "I also want that confirmation from the Pentagon to mobilize an invisible web all around the state both ground and air…And I want it five minutes ago!"

"Sir, such a request takes time…" said one of the chief communication experts who was responsible for coordinating any and all transmissions between teams of the organization and the superiors back in Washington, "Even with your authority, the Pentagon has to go through the red tape in order to mobilize effectively."

"I didn't ask for excuses, chief! I asked for results!" shot the Colonel in response, "Now if those Pentagon cock suckers don't deliver as they are required to do under emergency situation protocol, then not only will those five freaks be halfway to Brazil by the time the deliver…But they'll also be facing me and an injunction! Now I don't care what they have to do, just do it and get that web up before those five slip decide to take advantage of our little qualms!"

Nobody had ever seen the Colonel this angry or demanding before…But given the situation, it wasn't much of a surprise. He had always been a harsh, commanding person who liked to be in complete control. And even when the tasks they were given were nothing short of impossible, they could not argue or question his orders…Because they knew he was capable of carrying out every single threat he issued no matter how extreme.

It had been nearly eight hours since Shadow Cell escaped and none of the staff, both primary and secondary alike, had been allowed to have even a second of rest. However, nobody dared to speak or even request any such necessities…For it could be a permanent detriment to them and their being if they even so much as inquired. The Colonel made it clear that he wasn't going to rest until those five mutant soldiers were dead…But given what the team knew about Shadow Cell's effectiveness as a unit, such a feat was easier said than done.

The Colonel continued barking out orders, wanting to have the authority for this and that, demanding that he see records or closed circuit camera footage, or just plain being forceful to get them working harder. It wasn't necessarily the most effective way to get what he wanted, but he didn't seem to care. Anybody who showed any signs of dissent knew the consequences and the Colonel seemed hell bent on reminding them almost every chance he got.

Then suddenly…Something came up on the screen of one of the base chief's monitors that quickly caught her attention. And even though the Colonel was in the process of unloading his rage into his cell phone, the female officer was quick to inform him.

"Sir…Sir!" she exclaimed as the Colonel let out an angry grunt, spat a few more obscenities into the phone, and turned towards his subordinate.

"What is it! This better be important…" he said in a threatening tone.

"It is…" she affirmed as she directed his attention to the monitor, "It's the General…He's back. I just got footage of his private jet landing on runway 8B."

"What!" he said as he took a closer look at the footage, "That son of a bitch…How could he be this stupid?"

The Colonel shook his head in distain as he looked at his one time superior officer as he stepped out of his plane with a platoon of marines and high ranking subordinates surrounding him. He knew that the General wasn't pleased with his methods, but he had no idea he'd do something this dumb when it was clear that he was now in control and his authority was officially overridden by protocol 666. With an exasperated sigh, the Colonel signaled a couple of his GURSO soldiers to converge around him as he turned to exit the intelligence center.

"I'm taking care of this matter personally…" he told the team, "Until then, keep searching and coordinating with each division. And I want to see some results by the time I get back, so be ready!"

* * *

Outside on the runway where one of Shadow Cell's many transport jets had just landed with the General and his entourage in hand, tensions were running high as everybody exited the plane at the far end of the runway away from the usual loading area. The General and the officers still loyal to him remained close as they walked under the strict guidance of a dozen fully armed marines. He knew that what he was doing was probably not the smartest thing in the world…But for his country and his duty, he was fully willing to make that sacrifice.

The General's subordinates were all noticeably nervous as they stuck close to the marines, knowing full well what the Colonel was capable of. Each one of them harbored a great deal of skepticism that the General's actions would make much of a difference…But as officers and subordinates, they did not question his orders. Some did choose to stay behind…But many of the die hards who had followed the General without question for many years remained, hoping that his actions would do something to placate this power hungry madman who had taken over this project that had come to mean so much to them.

"Sir…Do you really think the Colonel will listen?" asked one of his sergeants as they made their way to the base by foot, not wanting to put those who had chosen to stay behind on the plane at risk.

"If he's got a brain in his head, he damn well better…" said the General, "I'm not about to let this guy destroy everything we've built. And if that means going into the lion's den and getting a few scratches…Then so be it."

"I wish I had your guts, sir…" said one of his female lieutenants, not sounding too optimistic about their current prospects.

"Believe me lieutenant…Guts is the only thing you need against a guy like this," said the General, who thought he knew the Colonel well enough to understand how he operates, "Let's just hope he hasn't gone too far off the deep end yet…Otherwise we may just be wasting our time."

As if on cue, the moment they approached the main loading area, they were all swarmed by a rather large contingent of fully armed GURSO soldiers. Everyone but the General seemed to be surprised at this, for such a great show of force was just a powder keg ready to explode. And given the volatile nature of the man they were dealing with, anything was likely to happen at this point.

"Request sir!" said one of the marines protecting the General as he and his squad held their M-16s at the ready.

"Stand down…" ordered the General, "Lower your weapons…Just stand down."

Just then, a familiar figure emerged from the shroud of heavily armed soldiers…One that seemed almost too calm for a situation like this. And for all those present…They knew this could only be one man…

"Typical commands from a typical man…" taunted the Colonel as he approached the General and his now surrounded entourage, "I'd like to say I was surprised, but…For some reason, my instincts are telling me I should have expected this."

"Colonel…" said the General in a tone showing that he was not afraid, "Is this really necessary?"

"Oh come now, General…You of all people should know that I'm a very careful man when it comes to security," said the Colonel in a somewhat casual tone.

"Careful wouldn't be the best word to use in my opinion…Paranoid would definitely be more appropriate," quipped the General in response.

Such words irked the ever volatile officer, but he managed to restrain himself…For once. The General may no longer be the head authority at Shadow Cell, but the Colonel knew him well enough to know that he had plenty of influence and tricks. Luckily…He had been prepared for this. He just didn't think that the General would be stupid enough to try something this direct.

"Oh, so that's it? You just came here to mock me and my methods?" scoffed the Colonel.

"Colonel, I don't need to mock your methods…You do that enough on your own," quipped the General, "Just look around! Look at what you've done! We've both worked so hard on this project for the past eight years and now you're in the process of completely destroying it! And for who? For what? Because you want an excuse to fight mutants! Because you want an excuse to start a war!"

"This is NOT a war, General!" shot the Colonel in response, growing increasingly irritated by the General's superior wit, "This is a necessary measure to protect the innocent masses that you have so often used as an excuse to keep those freak shows breathing when they should have been blown away with the rest of their kind long ago!"

"Those 'freak shows' as you call them…Are more than just mutants," said the General in a stern tone, willing to take personal insults, but NOT willing to hear them directed at those who didn't deserve it, "Those five brave souls are soldiers…Fighters…Warriors. They have saved this planet more times than either of us can count! They're more soldier than any man or woman could ever hope to be…Mutant and non mutant alike! It's because of them you got your career back…It's because of them we all got our lives back…And it's because of them we're all still alive! Doesn't that mean anything to you?"

That was enough for the Colonel as many of the GURSO unit soldiers and subordinates of the General began to tense under the sheer volatility of the situation they were currently facing. However, neither man skipped a beat…Their expressions remaining stern and their words staying every bit as harsh as the both of them could muster.

But tension or not, the Colonel was through playing around. The General, for all his influence and power, was still too much of a boy scout and a fool to see the truth of what was going on. And if he couldn't get him to realize it…Then he was left with no other choice.

"You really are a fool, General…" said the Colonel with complete and utter distaste, "A fool too deluded to see the big picture in this grand scheme of life we call conflict."

"You're the only fool here, Colonel!" spat the General in response as he took one of the folders from his lieutenant and took out a single sheet of paper, "And I'm not about to let your madness start a war that'll consume the entire country! One way or another…I'm NOT going to let it happen!"

"What is this…" said the Colonel in an irked tone as he took a closer look at the paper the General was showing him.

"It's a memo…" replied the General, "One that's going to put a stop to your insanity once and for all…"

As the Colonel read the paper…The expression on his face turned to one of great rage…One that even took the GURSO soldiers aback, for even they had never seen the man this enraged before.

"You son of a…"

"Call me what you will, Colonel…That's not going to stop it," said the General confidently, "As much as I hated doing this…SHIELD was the only place I could turn to in order to make this happen. You've weaseled your way out of more shit than anybody in the history of this government…But as Harry Truman once said…The buck stops here. If you don't stop this right here and now…SHIELD is going to blow you and your entire unit away. You still have a chance to salvage yourself Colonel…But you have absolutely no shot at any kind of redemption if you continue this madness."

The Colonel was so angry right now that he couldn't even get any words out. He couldn't believe it…The General had turned to SHIELD of all people to take him down. SHIELD…The organization that Shadow Cell was supposed to stick it to the most…Would be the means for which it would all come apart. The General was willing to make what sacrifices were necessary to stop the Colonel and save those soldiers and the fruits of their labor…But the Colonel definitely wasn't the kind of man to give up even in the face of certain doom.

"Face it Colonel…It's over," said the General, "I talked to the President…And he's willing to go easy if you just…"

However, the Colonel wasn't willing to let him finish.

"NO!" he yelled as he ripped the memo apart, "I WILL NOT LET YOU OR THE FUCKING GOVERNMENT STAND IN MY WAY!"

"Colonel…" said one of the General's lieutenants.

But the damage had been done…The stakes had been changed now…And in order to carry out that which he so sorely desired, he would have to truly go further than anybody ever could have anticipated.

"Shoot them…" he ordered his GURSO unit, "For the love of God…Shoot them now."

The horror of his words barely processed as the General and his subordinates stammered back, but such shock was all the time the GURSO soldiers needed to shower the marines and officers with a hail of high powered rounds from the supped up guns designed to take down mutants.

"DOWN!" ordered the General as he acted on instinct and hit the pavement in an effort to avoid the initial shots.

However, much of his subordinates and guardians weren't so lucky. They didn't even get a chance to react as the contents of their bodies were splattered over the pavement in a cold, heartless hail of firepower that shocked and horrified the General to no end, for even he never would have thought that the Colonel would react with such madness and cruelty.

The twelve marines…The Lieutenants…The Sergeants…And every other officer that had stayed loyally beside the General didn't even have a chance. There was no avoiding the wave of gunfire…There was no avoiding the overwhelming firepower of GURSO's guns. Everybody was dead in the span of a few seconds…Everybody except one horrified soul.

"Now who's the fool, General?" said the Colonel in an ice cold tone, as he stood over the shocked and bewildered officer, who was now covered in the blood of his subordinate.

The General couldn't even begin to formulate a response. This man…This…This monster…Had truly gone mad. This was the man he had entrusted with the security of this project…Now he was the destruction of it. He couldn't believe it…He truly had gone off the deep end. He had disgraced everything they stood for…As soldiers…And as officers. And now there was no turning back.

"You're…You're insane!" he yelled as he was forced up off the ground by a couple of GURSO soldiers.

"Maybe…" said the Colonel in response, "But insanity aside…If I go down, I'm NOT going down without those freaks to accompany me! And just to make sure I have as much leverage as possible…I'm going to ensure that this whole freak show is incinerated with YOU in it!"

The General began to struggle somewhat, but he was no match for the stoic GURSO soldiers. The Colonel almost laughed at his struggles, for it was a sight he never thought he'd get a chance to see. But now that he was in charge…The impossible finally seemed within the grasp of reality. And even if SHIELD wanted to take him down…He would not go without carrying out that which he felt he was his destiny as a soldier.

"This doesn't change anything, General…" said the Colonel as the GURSO unit hauled his once superior officer away, "Even if SHIELD tries to take me down…That only makes my goal a matter of time. Those freaks WILL fall…These genetic atrocities WILL be destroyed. Maybe I am mad in a sense…But mad or not, I'm in charge now…And with the resources at my disposal, Shadow Cell's days are numbered!"

* * *

AN: Quite a complex web of lies, deceit, and treachery, isn't it? Everything has been building up in a complicated mesh of struggle, strife, and ambition. Whether it be by the Colonel or Dr. Essex, it is all a mere web of lies orchestrating the events that are unfolding when you get right down to it. And they shall continue to unfold my friends! Everything is beginning to fall into place! Rogue is the last piece necessary in Dr. Essex's puzzle, the General has been officially usurped by the Colonel, and Shadow Cell is now going to have to team up with the X-men if they're going to have any hopes of survival! Stay tuned to see how it all comes together in a battle that's sure to be every bit as uncanny and astonishing as an X-men story can be! But as always, I urge each and every one of you to REVIEW! Send your comments to me via email or post them on the fanfiction website! I really appreciate all you reading my work and I wish you all the best!

LIES! LIES! AND MORE LIES! BUT HERE'S ONE TRUTH…I LOVE REVIEWS! SO PLEASE REVIEW!


	37. Battle Plan

**Sinister Soldiers  
Chapter 37: Battle Plan**

****

* * *

The mutants of the Xavier Institute for Gifted Youngsters all took an aggressive battle stance at the sight of the five mutant soldiers that had attacked and overwhelmed them with such great force earlier. Warren, Betsy, Gambit, Logan, and Storm were all some of the strongest fighters on the X-men and if they had to put their necks on the line again to keep these five super powered killers from getting to the others again, then so be it. However, even despite their battle-ready stance…The five mutant soldiers of Shadow Cell didn't look too threatened.

"Please…Do we really have to do this?" said Mayhem as he and the others took a step forward.

"Stay back!" yelled Warren, being the leader he was, "I'm warning you Shadow Cell…We're NOT going to have a repeat of last time!"

"Funny words rich boy…" scoffed the Scarlet Witch, "Because if I recall correctly, last time I put a couple of bullets through those wings of yours, and I'd be more than happy to add more, but…"

"Shut up!" spat Betsy in response, who already had two glowing psionic blades ready and able to fight against these most tenacious of foes, "You're going to pay for everything you've done you bloody killers! We're not going to keel over for you like last time!"

"Yeah…Dis time we're ready," said Gambit holding his glowing cards in preparation for battle, "Dis time…We'll have de upper hand!"

"And what makes you so certain of that?" said in a deeply unimpressed Cyclops.

Just then, a couple of new voices that had watched the scene unfold before them from afar came from the top of the stairs to join the action.

"Try numbers this time!" said Kurt as he and Kitty teleported right beside them and joined their friends for what they were certain was going to be another hard fight.

However, even with this new addition, Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch didn't look or feel too threatened. They had anticipated a little animosity from the X-men, but they did not come here to fight this time…They came here to talk. After all, they had much bigger issues to worry about other than kicking the asses of a bunch of naïve mutant teenagers again.

"So what's it gonna be?" grunted Logan as he unsheathed his adamantium claws in preparation for battle, "How do ya want this to go down?"

"Oh come on, X-men…You should be smarter than that," said Phoenix, sounding almost exasperated in her tone, "We've faced entire armies before you punks wake up for breakfast. If we wanted to fight you, do you honestly think we would have come through the front door and set off the alarm? And if we really wanted to take you all down, don't you think we would have during our last fight?"

"Less talking, more fighting!" yelled Betsy as she prepared to lunge forth and take down the mutant soldiers that had hurt them all so badly earlier.

"Betsy, wait!" yelled Logan, quickly grabbing her shoulder and stopping her before she could take another step.

"What!" she exclaimed as she tried to break herself free of Logan's grip, "Are you bloody mad, Wolverine? Let me go!"

"No…They're right," said Logan as he withdrew his claws and stepped forward, no longer taking any sort of aggressive stance, "If they were here to fight…It sure as hell wouldn't be like this. It's too direct…Too confrontational."

"Well said Wolverine…" said Cyclops, "It's nice to hear that at least one of you is giving this serious thought."

"Hey, watch it, homme!" said Remy, who kept his cards charged, "I wouldn't be talkin' if I were you!"

"Gumbo! Shut up!" yelled Logan, annoyed with everybody's irrational actions when it was as clear as night and day to him that Shadow Cell didn't want to fight, "And the rest of you runts…Stand down! Ya hear me? Stand down!"

The next few moments were tense as the X-men locked eyes with Shadow Cell. For many, they eagerly wanted a rematch of their previous encounter after such a humiliating defeat that damaged both their pride and their bodies. However, the orders from Logan were not the kind of orders one argued, for he seemed intently serious on avoiding another melee.

Finally, after as the tension began to die down a bit…The X-men relaxed their guard. Betsy put away her psionic blades and Remy put away his cards. It was clear they didn't like having to do so…But that didn't bother Shadow Cell in the slightest. After all…There would be plenty of fighting to come.

"There…Now was that so hard?" said X23, who for a moment actually thought they were going to have to kick their asses again to get them to listen.

"Enough!" said Warren, still apprehensive about their presence, "You five have got a lot to answer for!"

"Yeah…Like, why did you attack us before!" said Kitty.

"And vhere is mein sister!" yelled Kurt, who actually had to be held back by Kitty and Betsy.

"First off…Slow the fuck down!" said Mayhem, "And second…We don't know wher your sister is!"

"Bullshit!" spat Remy, "You tell us where she is or Gambit's gonna blow you away!"

Such words did not sit well with the ever temperamental soldiers who had been yelled at enough in their short lives by drill sergeants, GURSO goons, and the Colonel. They were trying hard not to start something…But the X-men were making it increasingly difficult for them with old bitterness about their last fight.

"Hey! I wouldn't be making threats Cajun!" shot Phoenix as she created a threatening halo of fire around her body, "We didn't come here to fight, but if you want to get your ass kicked again…"

"Bring it on, bitch!" spat Betsy, already sick of the annoying overconfidence of these five soldiers that had left them all in stitches once before.

Phoenix was about to respond with a little fire blast, but before anybody could say anything more…A single, defining voice stepped in and halted the tense situation.

"ENOUGH!" said Professor Charles Xavier as he wheeled out from front door with Beast, Bobby, and Jubilee following close behind, "X-men, you will stand down! No more threats! No more fighting!"

There was no room for argument in the Professor's tone, who was not about to let his institute endure another needless melee. And upon wheeling himself in, Phoenix powered down and the five mutant soldiers approached him…For this was the man they had come to see.

"Thank you Professor Xavier…" said Cyclops, his tone no longer threatening, "I apologize for the abruptness of our visit once again, but…"

"It's alright Cyclops…" said the Professor, holding his hand up in a peaceful gesture, "Please…Come with me. We have much to discuss."

"That we do…" said Phoenix in agreement as she and the rest of the team began to follow the wheelchair bound man down the hall towards the elevator, "But I must warn you, Professor…You might not like what you're about to hear."

"I know…" conceded the Professor, keeping his poise, but not hiding his anxiety, "I've grown somewhat used to that feeling by now…"

And without another word, Shadow Cell respectfully followed the Professor back down the hall, leaving a noticeably flabbergasted team of mutant youngsters behind.

"Dude! Vhat the hell vas that!" said Kurt, not understanding what just happened.

"Beats me, Kurt…" said Warren, feeling just as confused as the rest of them, "But something tells me, we're about to find out."

* * *

Back up in the cold arctic north, the giant floating structure known as Asteroid M was now on the move, slowly making it's way south from the north pole down over the northernmost parts of Canada. The entire structure remained cloaked, moving slowly and silently through the air, guided by the advanced, powerful mechanisms that made it such a formidable base. And guiding this massive monolith was the master of magnetism himself…Magneto.

The tension within Asteroid M hadn't waned much since the Brotherhood's arrival. Magneto was still as irritable as ever as he ran through his vast network of databases in search of any signs of the man he knew was responsible for stealing his precious stone and putting his ultimate plans on an indefinite hiatus. He hadn't found much since this was a man who knew how to cover his tracks…But whatever veil he was using to keep himself invisible, Magneto was certain he would break it. Because nobody made a fool of the master of magnetism…Nobody.

With such vast resources at his disposal, Magneto had managed to trace some of the mysterious activities involving his old ally back to New York…Therefore, that's exactly where he would go. But knowing the kind of man he was dealing with, he wanted to come in full force…Not willing to give who he knew was behind all this a second chance.

And on top of all this, there was still the lingering thought of having to face his estranged daughter again. After nearly a decade of sorrow…A decade of cold bitterness…The little girl that once brought a smile to his face had returned from the dead to pay him back for his sins. Ever since she had 'died' there had been no feeling…No heart…No soul within the old holocaust survivor. Losing his daughter after having so heartlessly thrown her away destroyed whatever humanity he had left…Mystique and Pietro could attest to that. But now that she was back, many conflicting feelings lingered within the old man…Feelings that he didn't want to deal with.

All that mattered to him now was his dream…His dream to overthrow the sick masses that he believed were responsible for so much of his pain. And once he got his stone back…Then there would be no stopping him. Humanity would pay…Homo Superior would assert their rightful place in the world.

"There…Now we're right on course," said Magneto in his usual deep tone as he stepped away from the main controls and returned to the main computer terminals where Mystique was still hard at work, sifting through endless streams of information.

"So we're now on our way to New York…" said Mystique with a tired sigh, "What makes you think we'll find this guy there anyways? I've been going through every bit of information I can process with these systems and I can't find much of anything on this Dr. Nathanial Essex."

"He'll be there…" said Magneto coldly as he brought up several weapons control monitors and checked to see if they were all ready for action, "I know this man…I know how he operates. I'm certain he's the one behind this…It's not a matter of speculation, I KNOW he's the one responsible! And I'm going to make him pay dearly for his pestilence…"

Mystique didn't comment any further and returned to her duties, but while Magneto was still musing over how he was going to make his one time ally pay, the heavy metal doors slid open and the four members of the Brotherhood stepped in still in uniform.

"Yo, why are we moving, boss?" asked Toad as he hopped over towards the central monitoring area.

"Because we have a new destination, Toad…" said Magneto in a deep, authoritative voice, "I know who's responsible for all our inherent troubles…And we're going to pay him a little visit."

"Sweet! Finally some action!" said Blob, "And this time, we're ready for it!"

"See to it that you are," warned Magneto, "Because this is a foe with many tricks up his sleeve and there's no telling what he'll throw at us when we face him."

"But still…Are you sure that all this shit is because of just one guy?" said Lance, still finding it hard to believe.

"This isn't just 'another guy,' Avalanche!" shot Magneto in response, "Trust me…We're dealing with very sick mind here."

"Yeah…Takes one to know one, I guess," muttered Mystique under her breath, but luckily, Magneto hadn't heard that.

"I never thought in a dozen lifetimes that I'd ever have to face this man again," continued Magneto as his mind drifted back to those infamous days when he actually worked with this guy, "But I guess I should have known he would arise once again and conflict with my plans…"

"Oh big deal!" scoffed Pietro, not caring at all about whoever this guy was and dwelling only on his sister, "So he's a psycho…How much of a problem could he be against a place like this?"

"He helped me design this place to begin with!" shot Magneto in response, which silenced the rest of the Brotherhood as they took in this revelation, "It's because of him that everything you see before you exists!"

"Wow…You mean to say that this guy was once your friend?" said Lance, who was finally beginning to understand why Magneto was so upset about this issue.

"Friend isn't exactly the word I would use, but yes…He was a powerful ally," he said in a distasteful tone, "He had the expertise I needed to make many of the vital components on this base function…Including the mutant enhancement machine that is so important to my plans. He's the only other person out there who knows of it's existence…Making him the only one who could have possibly organized such an effective attack against my plans."

"But what about those five psychos that we faced?" asked Toad, who was more concerned about them rather than whomever this guy was that Magneto seemed so hell bent on.

"They were most likely mere pawns…Wanda included," said Magneto, knowing very well how this man operated, "He likes to think big…He likes to have a lot of power at his disposal. He's very deceptive…Very clever…And ruthless even by my standards."

"Damn…" said Pietro, not liking the prospects of such a confrontation to say the least, "So…Do you think that if we take him down, we could maybe save Wanda? I mean…If she's a pawn, then it's possible that…"

"No…" said Magneto coldly, cutting his son off in mid sentence, "At this point…Wanda is beyond saving. If she's with this man…Then there's no chance of ever getting her back…Not after what we did to her."

Pietro only glared disdainfully back at his 'father' upon hearing his words. It was as if he didn't even stop to consider that this was his own daughter he was talking about. He wasn't even going to try and save her…He wasn't even going to make an effort to make up for that one atrocity that he alone was responsible for. It was an act low enough to make him hate his father even more…Yet there was nothing he could do or say to change that. No matter how much he hated him for that one heinous deed…He could never escape the fact that he was apart of his father's world…And there was no going back.

"So that's it? You're not even gonna try?" asked Freddy, who seemed to pick up on what Pietro was trying to say.

"My daughter…Is dead," stated Magneto under great strain, "Whatever was left of the little girl I once knew is died a long time ago. And now that she's under the control of this menacing maniac…There is no hope. As much as it pains me to say it…Wanda cannot be saved. All we can do is fight against her and the man pulling all the strings…And if we have to go through her…So be it."

A cold, hard lump formed in Pietro's throat upon hearing those words, but as always…He swallowed such feelings of bitterness and remained silent. There was a wave of anger just simmering beneath the surface, but he dared not show it in the presence of his father.

Such a demeanor did not go unnoticed by Pietro's friends who knew him well and it was as clear as night and day to them that something was wrong. But they couldn't even begin to imagine just how he felt about this ever deepening conflict.

"Hey…Are you going to be okay, man?" asked Lance, looking over towards the usually obnoxious speedster.

"I'll be fine…" he said in a cold tone, making it clear that he didn't want to talk about it.

None of the other Brotherhood boys made an effort to say anything even though they wanted to. They had never seen Pietro like this before…So cold, so serious, so conflicted. But the more they thought about it, the more his attitude made sense to them. In all the time they had known him, they had become quite familiar with his cocky, arrogant character. Yet until now, they had no idea why he was this way…And after learning about what happened to his sister, it was no wonder he acted the way he did.

They all left both Pietro and Magneto to their conflicts after that…However, the silence was not to last. Mystique, who had been keeping track of the many databases that filtered through the vast computer systems of Asteroid M, was suddenly bombarded with a strange alert message on the computer screen. A similar message came upon the screens around Magneto as well and it quickly drew their attention…For it seemed to be an alarm of some sorts that the computers have just picked up something quite serious.

"Magneto…What's going on?" said Mystique as she tried to decipher the message, "What's with the computers?"

"It seems as though they've finally picked up something…" said Magneto as he entered a few quick commands.

"You mean it found this guy you've been talkin' about?" said Toad as everybody gathered around the computer screens.

"No…Not quite," said Magneto as he took in some of the rather intriguing data, "It would appear that we were not the only ones who bore the blunt end of such an attack."

"What do you mean?" asked Mystique, feeling somewhat anxious about this occurrence for reasons she could not understand.

Magneto proceeded to bring up a special little program he always kept running just in case…However, he never expected it to come into play during a conflict like this. Then again, given who they were dealing with, he should have seen it coming.

"Since my plan's inception, I haven't been so naïve to think that there could be possible complications with certain…Friends of mine," he said as he brought up an image that the Brotherhood knew too well.

"Oh…You must mean the X-men, yo," said Toad as everybody watched the screen.

"Exactly…" he said as he brought up what appeared to be images of security cameras and databases, "As strong as my defenses are…I still find that it's necessary to stay one step ahead of Charles and his resources, so I've managed to keep little bugs in his computers ever since he founded his little school. After all…Bear in mind that I did help him build Cerebro all those years ago."

"Nice…" said Blob with a grin, happy to have the upper hand over the X-men for once, "So what did this thing find?"

"Well…As you can see, I think those five crafty intruders you faced also paid Xavier a visit as well," he said as he sifted through images of their now obliterated security system and the numerous scars upon the landscape that had been left in wake of their attack.

"Damn…Those guys really know how to leave their mark," said Lance as he saw some of the damage.

"Hey…Better them than us I guess," said Pietro, who didn't see what the big deal was.

"Yeah, so they attacked the X-geeks…Big deal, yo. Ain't that a good thing for us?" said Toad.

"No…I'm afraid there's more to it than that," said Magneto as he brought up what appeared to be a grainy image from one of the security cameras that survived Shadow Cell's initial onslaught, "It appears that now…We're going to have to contend with Xavier's presence in this matter."

"What…What in the hell is that?" asked Mystique as she took a closer look at the grainy photo, an ominous feeling suddenly forming in the pit of her stomach for some reason.

"Hold on…I'm going to enhance it," said Magneto as he ran a special program to clean up the image.

A few tense moments followed as the program ran…But once it became clearer, the meaning of the image became obvious. While it was still a bit fuzzy, they could all make out the clear and obvious figure of an unconscious Rogue begin carried out of the mansion by an imposing looking blonde haired woman dressed in all black. A sudden intrigue soon fell over the curious onlookers…But for Mystique, it was quite a different reaction.

"No…" she gasped, clenching her fists in a surge of anger and concern.

"Wow…I'd hate to be Rogue right now," said Toad as they all took in the sight of the picture.

"Yeah, I'd say she's in some pretty deep shit," said Freddy in agreement.

"It would appear so…" said Magneto as he rubbed his chin in a state of thought, wondering what this new development could imply, "And I think I can safely say that this was definitely Essex's doing."

"You mean the same guy who sicked those bloodhound killers on us?" asked Pietro.

"But of course, Pietro…I know this man…I know he's up to something," said Magneto, once again growing all the more frustrated by his one time ally's craftiness, "He may be cunning…But he's completely crazy in every sense of the word. I know he's out there…And I'm going to make him pay for all his interference!"

"Sounds like a plan, boss!" said Toad, this time feeling ready now that they knew what they were dealing with, "So what do we do now?"

"It's simple, Toad…First, I need Mystique to…" but Magneto suddenly found himself cut off in mid sentence as he turned back towards where Mystique had been sitting only to find that she had completely disappeared.

"Hey, where'd she go?" said Lance as he and the others began looking around, not seeing the shape shifter anywhere.

Immediately, Magneto's blood began to simmer. Mystique knew better than to leave or make an unexpected exit before he had given her an order or at least a final word. And she knew damn well the consequences of not abiding by that rule…For he made it clear from the day he chose to go with his dream that he did NOT tolerate any kind of disrespect. Because in his mind…Disrespect was the same as disloyalty. And anybody who was a part of his plans that was not loyal to him always faced swift and serious punishment.

"Uh…Magneto," said Pietro, which quickly brought him out of his enraged state, "I think you should see this…"

"What is it, Quicksilver!" he said, as he looked over towards the computer screen that seemed to draw Pietro's attention, "What's going on?"

"Well…According to this thing, one of the escape spheres was just activated and dislodged," said Pietro, bringing up a readout to show that he spoke the truth.

"Wait…You mean Mystique just ditched us?" said Lance, knowing that couldn't have very good implications…Especially for her.

"No…She didn't just ditch us, Avalanche…" said Magneto in a cold, angry tone, "She abandoned us…She abandoned my cause."

"I knew it!" yelled Pietro, "I knew she was going to backstab us! I knew she wasn't going to go through with it!"

It was a true shocker for the Brotherhood…Mystique, the one who had run their lives ever since they joined, was now officially a traitor. While they never were very close to her personally…She did bring them together. But they knew she was every bit as mysterious as her name…They knew she was an enigma that made her a rather difficult person to deal with. But now that she was an enemy…The stakes were very different.

"Calm yourself, Quicksilver…" said Magneto, keeping his voice ominous and low, for he always had a feeling that something like this would happen…He just had no clue it would come at a time like this, "I had a feeling this day would come…I had a feeling that having her children with Xavier would make her a liability. So at this point…Consider Mystique's position in the Brotherhood terminated…Because as of now, I plan on seeing that she faces the same fate as all those who oppose me…"

* * *

Back at the Xavier Institute, everybody had gathered in the War Room in the lower levels to hear what Shadow Cell had to say. They were all still suspicious of the five mysterious soldiers, who had already proven to be such a force to be reckoned with and kept their guard up the whole time. However, Professor Charles Xavier seemed to trust them enough to hear them out without any sort of check or psychic scan of any kind. And while such actions didn't sit well with those still reeling from their previous attack…They did not question their mentor's actions.

Over the course of the next hour, the five mutant soldiers of Shadow Cell went on to fill in some of the blanks that remained over the devastating attack that had left them all so confused and overwhelmed. The story they had to tell was quite elaborate…And a bit unsettling after having heard that they had actually been watching them before this mess had even taken place. It was a further testament to their skill, but there was so much more to their story than simply the trail of blood and destruction they always seemed to leave in their wake.

The five mutant soldiers didn't hold anything back in telling them the truth…Or however much they knew anyways. They told them about Magneto, the stone, and Dr. Essex's mysterious actions that had led them here to begin with. And by the time they were done, the answers they had given had simply brought about more questions.

"Okay…So let me get this straight," said Warren, taking a moment to let this all this information sink in, "You guys were sent on a reconnaissance mission to gather intel on all of us…"

"Yeah, and we succeeded," said the Scarlet Witch confidently, "Hell, I could tell you the size of your shoes and the kind of toothpaste you use…"

"Yeah…Like, that's comforting," muttered Kitty.

"Right…" said Warren as he went on, "And on this mission, this Essex guy all of the sudden pulls you out, brings you back, and sends you on this other crazy stunt off the books from the rest of the program that ends up with you guys attacking both us and the Brotherhood just to find Magneto's base and get some weird stone that's supposed to have this awesome power…"

"Which, by the way, Dr. Essex seemed to want for some reason…" reminded Beast, who found that part more intriguing.

"And yet after all that…He and pretty much everybody else back at Shadow Cell betrays you…" finished Logan, who didn't find that last part too surprising given what he had experienced with Weapon X.

"Yeah…I think that pretty much sums it up," said Cyclops, knowing there were still plenty of holes in the story…But this was all they knew.

The X-men definitely needed a moment to process this. It all seemed so complicated to them…Like a puzzle for which half the pieces were missing. As suspicious as they still were of these five mutant soldiers, they couldn't find many reasons not to believe them. The Professor seemed to be at a loss and everybody else was just plain stumped at all this. Yet the fact remained…Something was going on. They weren't quite sure what it was or even who was behind it…But it was very clear that this was all leading too something very big.

"Okay…I'm officially stumped with this one," said Bobby, shaking his head in amazement at what they were facing now.

"You're not the only one, Iceman…" said Jubilee in full agreement.

"But…Vhat about Rogue?" asked Kurt, breaking the silence that had fallen over them, "How does she fit into all this?"

"That part's a new one on us," answered Phoenix, "I have no idea why Magnum would take her or what possible purpose she could serve Shadow Cell…But chances are, there's probably a reason behind it."

"But…Do ya think she's okay?" asked Remy, that being his chief concern at the moment.

"If Magnum wanted her dead, she wouldn't have taken her alive," answered X23 confidently, "I think I can safely say that your friend is still alive…But depending on what she's being used for at the moment, I can only speculate how long she'll stay that way."

"Great…That's comforting," muttered Kurt, not feeling much better upon hearing that.

"But as long as Rogue is still alive…Then there's still hope," said the Professor in a reassuring tone, "But the big question in my mind isn't what she's being used for…It's who's pulling all the strings with this. Based on what you've told me, I think it's pretty clear that somebody is using you in the same way they're using us at the moment…"

"That much we can agree on, Professor…" said Mayhem, "And I'd be willing to bet all the stolen weapons in Latveria that all this is linked somehow."

"I agree, Mayhem…" said Phoenix, "It's all too perfect. The actions of the Colonel and Dr. Essex are just too convenient."

"Perhaps…" said the Professor, who believed that to be a true possibility…But for some reason, he had a feeling there was more to it than that, "Although the actions of the Colonel hardly explain the actions of this Dr. Nathanial Essex."

"Indeed Professor…" said Beast in agreement, "I'm more concerned about what you said over his rather peculiar handling of this stone you spoke of."

"The one that drives Magneto's machine?" said Cyclops, "Yeah, we noticed that too."

"But…" began Beast, "Why would Dr. Essex, a man who already has a machine that enhances mutants, be so obsessed with obtaining that stone even in the wake of that Colonel's actions?"

"Well…" began the Scarlet Witch, "We believe he may be a pawn in this as well. For all we know, he was just trying to protect it…Or maybe he was just trying to keep the Colonel from getting his hands on it and using it for his own greedy means."

"But I thought you said only Dr. Essex and Magneto even knew about the stone's power?" said Betsy, finding that notion to be just plain illogical, "After all…This Colonel sounds like a hell of a bloke, but he hardly seems to be the kind of guy who would know how to use something like that."

"Yeah…I guess you're right about that," conceded X23, "The Colonel may be a skilled, manipulative bastard…But a scientist he's not."

"Then maybe this guy is, like, working together with Dr. Essex or something," suggested Kitty, thinking that may be another logical course.

"Oh please…" scoffed Cyclops, rolling his eyes at the naïve young girl's words, "The Colonel absolutely despises Dr. Essex…He has since day one."

"Yeah, he's the last person on the face of the planet he'd trust…" said the Scarlet Witch in agreement, "There's no way he and Dr. Essex are in this together. All the more reason to suspect that they're both unwitting pawns in some other asshole's game!"

The two teams of mutants were almost at wits end with this problem. They were now merely stumbling around in the dark with this, throwing out random ideas that by all accounts have no merit or logic in any way, shape, or form. Every idea had its holes…Every clue had its inconsistencies. It was a true mystery for both sides…A mystery that was only leading to more conflict the more they thought about it.

"Then is it logical to assume that the Colonel simply found out about the mission Dr. Essex sent you on?" reasoned Ororo, still trying to find the common denominator with this whole deal.

"Knowing him, it's possible…" said Phoenix, "He's a paranoid son of a bitch and probably had spies or informants. But given how this whole thing went down, I doubt that even he doesn't know the full story. Otherwise, he wouldn't have asked us all those questions when he had us under his thumb. So logically, he's being used…His own paranoia being all that's necessary."

"Well then, who could it be?" asked Bobby.

"Well if we knew that, then do you think we'd be standing here right now!" shot the Scarlet Witch in response.

"Hey, take it easy, okay? I'm just asking…" said Bobby, holding his hands up in defense.

"He's right…" said Mayhem as he placed his hand upon her shoulder, which helped calm her down, "We don't know what's going on here…We don't know who's behind this. We only know that there's a ton of lies covering up the truth and somebody's pulling the strings."

"Yeah…You're right," said X23 in agreement, "The Colonel's easy to manipulate…Paranoid assholes tend to be that way. But aside from who's pulling the strings, I think we should also try and ponder what it is they want."

"Good point, X…" answered Cyclops, "And now that your friend has been abducted, that adds another piece to the puzzle. I doubt it was an action of the Colonel, no way he'd be in the loop for something like this."

"What makes you so sure of dat?" asked Remy curiously, eager for any word on Rogue's well being.

"Simple…One, besides Dr. Essex, the Colonel wouldn't trust Magnum to get him his coffee, let alone be a part of his plans," stated Cyclops, "And two…Even if the Colonel is being used, he would have NEVER taken Rogue alive. Because if there's one thing he can't stand…It's being around any mutant that's still breathing."

"Ugh…You guys really aren't much for comfort, you know that?" said Kurt, feeling all the more nervous about the well being of his sister.

"Sorry…Not our style, blue boy," said X23 in response, "We don't know how your sister fits into all this, but we're going to avoid being exterminated like cockroaches, we have to face facts…"

"And the fact remains that we aren't sure who's behind all this," made Phoenix, "Whoever it is obviously wants us dead, but also seems to be manipulating the rest of Shadow Cell's staff."

"Hmm…I wouldn't be so sure about that," said the Professor, who felt there was something these five just weren't willing to admit.

"Oh come on old man!" shot the Scarlet Witch in response, "What more could there be!"

Professor Charles Xavier was a bit uneasy with these clearly volatile, yet clearly skilled mutant soldiers. But from what he could discern, they were genuinely sincere about their problem and their desire to enlist some help. It was clear they came for a reason…But it seemed as though they were a bit reluctant to accept certain facts about this problem that he couldn't help but find curious. He wasn't sure why…But there was just something about this matter that seemed…Inconsistent with their conclusions.

"I believe that there is but one matter you five have seemed to negated…Dr. Nathanial Essex," he said, which didn't earn him much of a reaction.

"What about him?" scoffed Mayhem, thinking the Professor was just being foolish now, "Trust me Professor, we know this guy…We know him better than you could ever hope to imagine. Now granted, his actions concerning the stone are a bit strange…But I'm sure he had a good reason for it."

"Yeah right! Now who's being naïve?" smirked Betsy.

"Hey, watch it missy!" shot Phoenix in response, ready to show her just why she was one of the most powerful psychics on the face of the planet.

"No wait!" said Hank, stepping between the two telepaths before anything could escalate, "I believe the Professor is correct in this matter…"

"Bullshit!" spat X23, "There's no way Dr. Essex would have a hand in this! He's been our mentor for years! He's practically like a father to all of us!"

"A father!" yelled Logan upon hearing that, the memories of what Fury had told them about this man, "You look at that man…As a father! Kid, I don't know what they did to you there, but trust me…You do NOT want to trust a guy like that!"

Such words were more than enough to set X23 off, for she was not willing to listen to anybody, even if it was the man whom she was cloned from, insult Dr. Essex…The one who given her a sense of being after Hydra took so much away from her. She let out a loud, animalistic growl, which much of the X-men felt sounded uncannily like Logan, and practically lunged forth at Logan…Only to be stopped by Cyclops and Phoenix.

"ERR! You don't know anything! You don't know shit!" she yelled at him in a blind rage, "How dare you speak such things about Dr. Essex! You don't know the truth!"

"That may be…" said Logan, who stood unafraid of the young girl, even as she looked at him with such venom and rage, "But somethin' tells me that you guys don't know the full story either…"

"What are you talking about?" asked Cyclops, thinking he and the rest of these mutant misfits just didn't understand, "How can you possibly know Dr. Essex like we do?"

"Well we may not know him on a personal level…" said the Professor, trying to keep things from getting too volatile, "But from what we do know, Dr. Essex is not a very stable man."

"And how could you possibly know that?" scoffed Mayhem.

"Because I followed his work…I know the scientific language he speaks…And the signs are so clear now that I know what happened to him," said the Professor, earning him a more curious look form the five mutant soldiers, "I remember how his papers and research began getting increasingly controversial. He began ranting and raving about the evolution of the human species into the next dominate life form on the planet. And while at first this seemed perfectly sound…What made him seem a tad eccentric were his references to doing this through artificial means."

"Yes, I too recall some of those works," said Beast as he thought back to everything he knew about this man's work that he had followed so ardently when he was in college, "And it was after these particular references were published that he disappeared…Making it perfectly plausible that he went on to pursue this matter on his own accord. It would explain why he became so immersed in the field of biotechnology and began getting involved with black programs."

"But aside from that…It would also explain why he may have wanted that stone," concluded Xavier, thinking he was now really on to something.

"What!" said Phoenix, for this was all new to her and her comrades for that matter, "How in the hell does that fit into this shit?"

"Think about it…" said the Professor, growing increasingly serious, "Dr. Essex always had a fascination with mutants. His work with you five is a testament to that in and of itself. But in considering what his work was so predicated on…It would explain why he would be so concerned with that stone. You said it yourself…It has the power to affect mutants on a very profound level and I'm guessing that perhaps this quality may hold special interest for him."

"But he doesn't need that thing!" argued the Scarlet Witch, "He's already got the bio-mutagenic accelerator."

"Perhaps…" said Beast as he thought about it more, "But if he was that driven to obtain it, then it's possible that there could be more power to the stone than he would have let on…A power that not even Magneto knew about."

"That's just…" began Mayhem, but this time he was cut off by Cyclops.

"No wait! I think he's right…" said Cyclops as he thought about it a bit.

"What? You can't be serious!" exclaimed X23, "This is Dr. Essex we're talking about here!"

"That may be so…" said Cyclops, finding this hard for his mind to process for many reasons, "But I think it's too great to ignore. He knows something about that stone that nobody else does…And he's trying to harness it!"

"How the hell do you know that!" said the Scarlet Witch, thinking their leader was had lost it.

"Because it would explain Rogue's abduction!" said Cyclops, silencing his comrades' skepticism, "I mean think about it…We're talking about him taking the one mutant who just happens to have powers that involve the use of life energy and the manipulation of other mutant powers within the same host. Add to that…Magnum was the one who abducted her…And who's the only person Magnum has ever taken orders from?"

That one notion silenced the mutant soldiers who had dedicated their lives to the ideals that Dr. Essex had preached to them since they day they were recruited. It made sense…Too much sense. They didn't want to believe it…They didn't want to even consider the notion that their trusted mentors were hiding something from them. But based on their actions thus far, it was clear that something was amiss…Something big that they just weren't willing to accept.

"This…This is crazy!" exclaimed Phoenix, still having trouble accepting this, "Why would Dr. Essex do something like this to us? Why would he keep secrets from us?"

"Why indeed…" said the Professor, "It seems as though he's kept you all in the dark for some time now…"

"But…After all this time?" said Cyclops, unable to really process such harsh truths, "How could he do such a thing?"

"I think it's simple…" grunted Logan, who know very well how men like Dr. Essex operated given his experience with Weapon X, "The guy has his own agenda…And he's usin' you guys as pawns to make it happen."

"No! He's not that kind of man! It's gotta be someone else!" yelled X23 in response, once again growing enraged at Logan's insinuations.

"Oh come on!" exclaimed Warren, "Enough of this denial already! We're talking about a guy who abducted kids and experimented on them like lab rats! How can you say he's not that kind of man!"

Upon hearing this, it instantly sparked Mayhem's curiosity.

"Kids? Abduction? What are you talking about?" he said curiously.

"Oh come on…I mean, if the guy doesn't keep secrets from you, then you of all people should know about what he's done in the past!" said Betsy in response, "Didn't he tell you about how he was behind that program that did all those experiments on kids which later killed them?"

"Yeah…Wasn't it called, like, Prodigy or something?" said Kitty.

Mayhem's bones chilled at the sound of that word…That one word that brought back so many memories that he had been trying very hard to live with his whole life. Immediately, vivid flashes of his morbid past with that heinous project came rushing back to his head. They were all so clear because of his photographic memory…As if they had just happened. And the more he thought about them, the more difficult they became.

For the others, who had heard plenty about Project Prodigy from Vincent over the years, namely Wanda, it was a most unexpected revelation and a most disturbing accusation. Dr. Essex…Prodigy…Was it really possible? Could something so heinous really be true? They didn't want to believe it…Their most trust mentor…Behind such grave atrocities. It was just too much for Mayhem to bear.

"What did you say?" said the imposing mutant soldier as he loomed menacingly over the petite young girl with a rage in his eyes.

Kitty stammered a bit under his penetrating gaze, quickly evoking the concern of the others, namely Kurt, who quickly came to her aid despite the imposing mutant's strange reaction.

"I ASKED YOU A QUESTION DAMN IT!" he yelled, his eyes now glowing, forcing the Scarlet Witch to restrain him from lashing out any further.

"Hey, vatch it pal!" shot Kurt in response.

"Don't tell me to watch it you fuzzy hunk of shit!" he yelled, "Not when it involves Prodigy!"

There was obviously a great deal of strain in his voice when he said that word…Strain that showed in his haunting eyes, which had stopped glowing and returned to their eerie, light blue state. His breathing was now highly irregular and his demeanor was a mess…Which was very unusual for someone like him.

"Mayhem…Please," said the Scarlet Witch as she and her comrades gathered around him, trying to ease his current state while trying to overcome the shocking revelation they had just heard.

"No…" he said, shaking his head in disbelief, "It's not true…It's not true…"

Professor Charles Xavier saw this and actually got a few telepathic readings from his heavily guarded mind. The effect of hearing that word…Prodigy…Had triggered something within the young man that actually caused his psychic shielding to falter. And judging by the haunting look in his eyes…It was clear that there was definitely more to this than either of them could have imagined.

"I think there may be something Dr. Essex has been keeping from you after all…" said the Professor, once again drawing the attention of the five mutant soldiers that had done so much for their country and their honor.

"But…How…" began Cyclops, feeling at a loss for words in many ways.

"Please…" said the Professor as he wheeled himself over them, "Open your minds…And I'll show you…"

Cyclops, Mayhem, X23, and the Scarlet Witch then turned to Phoenix…Their expert psychic. She was quick to study the Professor, using both her knack for interrogation and perception to see if this man could be trusted. While usually they never let their shields down…Given the situation, it was the only way they could see the truth. But still…They had their reasons for being suspicious.

"I assure you…All I have to show you is the truth," assured Professor Xavier, allowing Phoenix to sense his thoughts so she could be assured that he was telling the truth.

"Phoenix…" said Mayhem, uncertain if this was a good idea, given that they were always taught never to trust anybody.

"It's okay…" she told them, sensing what she needed to sense, feeling as though the Professor wouldn't let her in if he was going to try something, "But rest assured old man…If I sense for one second that you…"

"Please…I understand," said the Professor, not letting her finish, "And I would expect nothing less."

The five soldiers of Shadow Cell were silent for a moment and the rest of the X-men were noticeably weary about this…But they stayed silent.

"Charles…" said Ororo, stepping forth to voice her concerns, "Are you sure?"

"Yes Ororo…I'm sure," he told her, "I think they deserve to know the truth…"

Upon hearing that, Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch knew it was now or never. Chances were they wouldn't like what they were about to see…But unfortunately, that was a feeling they were quite used to. But despite this, they only hoped that maybe this revelation would finally give them something that they had always been denied…Answers.

"Are you ready?" he asked the five soldiers as they all stood together as any close unit would.

"Yes…" said Mayhem, desperate to know the truth, "We're ready…"

"Very well then…" said the Professor as he placed his hands on his temples and prepared to enter their tortured minds, "In that case…Open your minds…And let me show you proof of what you want to know."

Trusting Phoenix's judgment in this man's sincerity, the five mutant soldiers let down their shields and allowed their minds to be bombarded with a burst of new images. Their teeth clenched and they all let out uncomfortable grunts upon feeling an unfamiliar mind entering theirs…Yet they continued to allow this man to probe, for it was clear he knew something they didn't…Something that was sure to change everything.

Immediately, they were bombarded with the recent memories of Nick Fury's visit to the mansion. Upon seeing them, the five soldiers clenched since he wasn't a very well received figure within Shadow Cell…But what he had to say was nothing short of disturbing. He had revealed to the X-men the heavily guarded secrets of Shadow Cell…Secrets that were not supposed to see the light of day, yet for some reason, this old Cold War hero was telling it to these civilian mutant kids who had no idea just how complicated the world was.

Seeing Nick Fury was shocking enough…But what he had to say was many times more devastating then they ever could have imagined. They saw the images he had showed the X-men concerning the Prodigy Project…Images that made them all sick to their stomach, especially Vincent. There were mounds of information…And it was all very disturbing in it's own respect. Yet what made it truly horrifying was the name that was tied to all these experiments…Dr. Nathanial Essex.

They hadn't believed it…They didn't want to accept it…Yet here was the proof…Here was the shocking revelation that had been kept from them for many years. The papers Fury showed them, the images of the heinous experiments, and their connections to the bio-mutagenic accelerator made it undeniable…Dr. Essex had lied to them. He had been behind the Prodigy Project…He had been behind those sinister experiments.

"ERRRRRAAAHHHHH!" yelled Mayhem, who had seen enough and forced the Professor out of his mind.

Then, in a fit of pain, sorrow, and rage, the super strong mutant slammed his fists upon the metal floor, causing a shockwave that knocked everybody back. Immediately, Vincent Freeman collapsed, feeling unable to breathe, stand, or even think straight. The Scarlet Witch was quick to stand by his side while the others gathered around their friend, equally shocked and horrified that their trusted mentor had performed such atrocities. It truly hurt them to know that all this time…Dr. Essex had kept something like this from them…Lying and deceiving them in a way that shook the foundations of everything they had come to so strongly believe. And for Mayhem…It was a truly terrible revelation.

"No…No…I can't believe it…" said Mayhem, on the verge of breaking down.

"Shh…It's okay…" said the Scarlet Witch as she immediately took him in her arms, hugging him close in the way that always brought them both so much comfort during dark times, "It's going to be okay…"

Mayhem didn't know what more he could do…For the damage had been done…And he had the scars to prove it. Desperate for any kind of comfort, he tightly embraced the woman who had always held a special place in his heart…Only now, he was finally unable to deny just how big a place that was.

Cyclops, Phoenix, and X23 stood by their friend as they helped him up, still wearing expressions of complete disbelief. And as the rest of the X-men recovered from Mayhem's outburst, they saw a new sense of determination within the five mutant soldiers…A determination driven by a new resolve…A resolve to find out the truth.

"I can't believe it…That son of a bitch!" said X23, grunting in frustration at Dr. Essex's deception.

"All this time…After everything he did for us…" mused Phoenix, "Was it all for show? Did we even matter at all to him!"

"I don't know…" said Cyclops, feeling at a true loss, "I really don't know…"

The X-men were genuinely surprised to see them all act like this…For they had only come off as a bunch of cruel, heartless soldiers who did nothing more than follow the orders of their superiors. Now…The stakes had changed. Their world had been destroyed. And in their eyes…There was only one thing left to do.

"I'm sorry…I truly am," said the Professor sincerely.

"No…You have no reason to be sorry Professor," said Mayhem, as he pulled himself together with the help of his friends and the years he had spent training himself to manage such pain, "You showed us the truth…And now, there's only one thing left to do."

"What do you mean?" asked Warren, who kept his distance along with the others from the five volatile soldiers.

"This changes everything…" said Mayhem, "Now we know the truth…But there are still plenty of questions. And there's only one person on the face of the planet now that can give us the answers…"

Knowing exactly what he was talking about, Cyclops nodded in affirmation…For it truly was the only way.

"Wait…You're not suggesting…" began Ororo, but he was quickly cut off.

"You know what we mean…" said Cycolps, "There's only one way to find the truth…There's only one person who knows. And even if we have to go through every army, mercenary, and psycho on the face of the planet…We're going to find him…Or die trying."

"And you guys are going to help us…" said Phoenix.

"What!" said Betsy, not knowing how she came up with that conclusion.

"It's easy Psylocke…" she went on, "Shadow Cell has your friend…And it also has the answers we're looking for. So naturally…We must help each other. We'll get your friend out if you help us get in…"

"You mean in through that whole army of anti-mutant soldiers led by that insane Colonel?" said Bobby, not liking the prospects of such a feat one bit.

"Exactly…" said Cyclops in an affirmative tone, "You didn't think it would be easy, did you? Now we're willing to help you guys as long as you're willing to help us…After that, consider it even and I promise you, Shadow Cell will be out of you're hair forever. But keep one thing in mind…Even without your help, we're going in. This is something we have to do…This is something we have to overcome…"

"But…Why?" asked Jubilee, not understanding such drive.

"Because…We need to know the truth," said Cyclops.

A heavy silence fell over the two teams as Shadow Cell now stood with a new drive and determination the likes of which they never had before. For the first time…They were going to go on a mission without the orders of any superior or officer. For the first time…They would be fighting for themselves and not for others. It was a strange feeling, yet at the same time it gave them a sense of being…For even though their world had been shattered, their spirit as soldiers remained as strong as ever.

"So…Are you with us, X-men?" said Cyclops, "Are you ready and willing to stand with us and fight against impossible odds against a force more powerful than you can possibly imagine?"

They were daunting words from a daunting team of soldiers…But for the X-men, who now had a very good friend of theirs in desperate need of help, nothing was daunting enough to keep them out of this battle…They owed Rogue that much. And with these strong and determined soldiers on their side…They may just have a chance.

"Impossible odds against a renegade mutant hating military man and a crazed scientist?" said Logan with a wolfish grin, who found the situation to be strangely familiar, "Sounds like fun…"

For some reason, X23 couldn't help but smile at Logan upon hearing those words as the X-men and Shadow Cell now stood poised to fight together against a truly daunting foe. But daunting or not…Nothing would keep them from their goal…Nothing would stop them from fighting the battle. It was only a matter of overcoming many major obstacles…And that was something they were all perfectly willing to do.

"In that case…" said X23, speaking to both the X-men and her comrades, "Get your shit together, get your mind set, and most of all…Get ready for the fight of your lives."

* * *

AN: Oh boy! Can you just feel the heat building? The mother of all fights is coming on strong! Shadow Cell and the X-men now fight together against the forces of the Colonel and Dr. Essex! Now that they know about Prodigy, what other secrets will they uncover? And don't forget Magneto! He's still out there and he seems just as pissed towards Dr. Essex as the others! Get ready for a melee to remember my friends! It's all starting to come together! Stay tuned to see just how intense it's going to get! So what do you think? Has this been a good read up to this point? Please tell me! Send me your reviews via email or post them on the fanfiction website! I'm eager to hear any comments you may have, so please tell me what you think to keep the inspiration coming! Thanks a ton for reading everybody! I really appreciate it and I wish you all the best!

DON'T DELAY! REVIEW TODAY!


	38. Do or Die

**Sinister Soldiers  
Chapter 38: Do or Die**

****

* * *

With the General now officially a prisoner and the Colonel now officially operating under his own authority, things at Shadow Cell HQ had gotten quite intense. Massive numbers of GURSO soldier were mobilizing and preparing for all out engagement against whoever attacked first…The mutants or the government. With some of the best technology on the face of the planet, the Colonel had a formidable force at his disposal and he intended to use it in it's utmost to get the job done.

However, while the Colonel's sudden rise to power disturbed many of the Shadow Cell officials who were now forcibly under his control…For Dr. Essex, it was all part of the plan. The Colonel was doing exactly what he had planned for him to do. He was nothing more than a deception measure to keep all eyes off him while he proceeded with the next part of his plan…A pawn playing out his role in a vast, elaborate game that was quickly reaching it's grand conclusion.

"Everything is in place…" he mused as he watched his machine do several scans of Rogue's unconscious body, which still remained suspended in the bio tank, "Now all that's left is for my most wondrous creations to play out their part…"

Dr. Nathanial Essex had ever bit of confidence that the five mutant soldiers he had so adamantly taught and nurtured over the years would not let him down. He knew how they thought…How they felt…How they perceived their world through the vision he had endeared them with. Like all those around him…They were but mere puppets for his grandest dream. And he was so close now he could practically taste it.

"Nathanial…" came Magnum's voice over the intercom on the computer console, "Our backup has arrived."

"Excellent…Was security a problem?" he asked as he did a quick sweep of the security system.

"Oh please…Do you really have to ask?" quipped Magnum.

"Point taken," he said with a grin, "Send them in…"

After giving the necessary authorization codes, Dr. Essex opened the man security doors leading into his lab…Which the Colonel had conveniently quarantined him to. And near as he could tell, he was too damn busy at the moment to even think twice about what he was doing. Such was the Colonel's most serious flaw…For he was simply too arrogant to understand the true majesty of what was going on.

Then, as the final security door opened, Magnum entered, followed by four other curious figures. One of them was completely covered from head to toe in a red and black suit and armed with a couple of katanas and guns. He was the internationally renowned mercenary known as Deadpool…The merc with a mouth as he was often called because he was a few birds shy of a flock. Another one was a tall, imposing, pale skinned man with a cybernetic eye and oversized, metallic fists. He was the one known as Gauntlet…A super tough mercenary that could punch his way through an army if he had too. Not far behind him was a man covered from the neck down in a black suit of high tech armor and an ominous target on his forehead. He was Bullseye…An assassin who stayed true to his name, for whenever he had a target…He NEVER missed. And last but not least was a tall, muscular man with wild hair, red and white clothing, and an omega sign on his forehead. He was known as Omega Red…A Russian born super soldier with strength, invulnerability, and a couple of metallic bullwhips that could tear through anybody who stood in his way.

Together, they were all some of the best in their field. They were skilled, deadly, and strong…Exactly the kind of qualities they would need if they were to prove decisive in this most important of tasks. They had gone to quite a few lengths to be there…But when there was a fight like this going on, distance was all but irrelevant. And upon entering the lab, they finally got a handle of the true scale of what they were a part of.

"Wow! Sweet digs Doc!" exclaimed Deadpool as he took in some of the high tech surroundings of Dr. Essex's lab, "Too bad you don't make house calls."

"Ah yes…I take it that obnoxious tone could only be you, Deadpool," said Dr Essex in an amused tone as he took in the sight of the deadly mercenaries which would be the key to keeping his plan on track.

"Hey, they don't call me the merc with a mouth for nothing!" he said in a somewhat crazed tone, "And besides…How can I turn down a battle with every psycho killer's dream?"

Magnum rolled her eyes as she felt Deadpool's flirtatious leers, but she had come to expect as much from this man. And even after having shot and injured him on several occasions, he still wouldn't stop.

"Now is NOT the time Deadpool," grunted Magnum in response, "Keep your eyes and hands to yourself or I'll put another round of bullets in that giant scab you call a body!"

"Meh, wouldn't make a difference," he shrugged, "I'd heal from it anyways. And besides…Knowing you, that kind of shit's practically foreplay!"

This only seemed to anger Magnum further, who was now once again tempted to whip out her 44 and fire a shot into this man's pelvic region…But thankfully, Bullseye stepped in.

"Do you EVER take this job seriously?" said the skilled assassin, wondering how he ever ended up in the same league as the rest of them in the mercenary game.

"Hey, I may be a few bullets shy of a clip…But I'm good at what I do!" said Deadpool in a humored, yet confrontational tone, "Care to have me demonstrate?"

"Little man…You wouldn't even be able to lay a hand on those guns of yours before I put a knife squarely in your neck," taunted Bullseye in response.

"So says a guy with a target on his head," quipped Deadpool, who seemed ready and willing to prove himself.

"Enough!" yelled Omega Red in his Russian accent, using his metallic tentacles to separate the two bickering mercs, "You two act like school children! Show some respect for the wondrous beauty who has given us such a grand chance to fight by her side…"

"Wondrous beauty?" said Deadpool with a slight chuckle, "I think somebody's been slamming back too much vodka."

"No more then usual I'm afraid…" said Omega Red as he approached Magnum with a strange smile that seemed very uncharacteristic for anybody who knew him, "But what can I say? Being apart from my Tsarina has reeked a terrible havoc on my being."

"You still insist on calling me that…" said Magnum in response, once again sounding a bit annoyed.

"But of course…" he said with an adoring smile as his cold, imposing hands gently cupped her chin, "You are and have always been the only warmth in my cold, desolate heart…"

Seeing Omega Red continue to lovingly gaze upon the stoic Russian woman was definitely an unusual sight for the others…Although Dr. Essex seemed to find it quite humorous, for he had known a bit about Magnum's past…A past in which Omega Red was a fairly significant part of.

"Uh…Am I the only one here completely confused?" said Deadpool, his eyes widening at the sight of the usually cold and sinister Omega Red acting like a Russian Romeo around Magnum.

"Don't tell me you didn't know…" said Gauntlet, who knew the story, but still found it frightfully disturbing.

"Know what?" he asked curiously.

"Magnum and Omega Red have a…History together," said Gauntlet, not going into any further details.

"Damn…" said Deadpool, definitely feeling the shock from that one, "Omega Red and Magnum? Even by my standards, that is pretty fucking messed up."

"For once…I agree," said Bullseye, finding the sight of the two deadly Russian mercenaries to be strange, yet disturbing in many ways.

However, such comments didn't seem to really affect Omega Red. The only thing he could focus on was his beloved Russian princess. While Magnum didn't seem as enamored, she did seem somewhat affected by the presence of her former lover. Calling him had been a rather abrupt decision on her part…But if ever there was a man who she trusted to fight with her in times of crisis, Omega Red was the only one she trusted.

"It has been too long my dear…" he said to her, keeping his hands on her beautiful face that he adored so much, "The Russian motherland has been so much colder since you left."

"Knock it off, Omega…" she told him, finally backing away from his grasp, "You know it's over between us."

"Do you really believe that my dear?" he told her, not looking convinced in the slightest, "We could have ruled Russia together…We could have been the new Tsar and Tsarina of the motherland. Our hearts may be as cold as the Siberian winter…But together, we made plenty of warmth."

True, Magnum couldn't argue they had shared many passionate nights together back during her time when she was still working out of Russia. But that was another time…Another life. She had since moved on…Although it was clear Omega Red had not.

"Warmth or not…You know it could never have worked," she said coldly, but that only seemed to make her more alluring to Omega Red.

"That's only because you left…" he responded, "All because you became hopelessly attracted to that Punisher character."

"Well to be fair, Omega…" said Magnum, her face now inches from her former lover, "He lasted a lot longer than you did in bed…"

"Ooh! Damn! Even I can't heal from that one!" said Deadpool, who was practically holding his gut to contain his laughter.

"Omega Red to ol' Frank Castle?" said Bullseye, who couldn't help but find such a revelation amusing as well, "Damn lady…You've got some dangerous tastes."

"And what part of that should shock you?" she told him in response.

Such words pretty much silenced the others as Dr. Essex once again drew the attention of his new team of enforcers that would help see this project through. He new his creations would play their part…But being the careful man he was, he knew it was necessary to have a little insurance. And thanks to Magnum's connections, he could safely say he had plenty to go around.

"Charming crowd you follow, Magnum…" commented Dr. Essex as he directed their attention towards his machine, "Quite diverse and unique if I do say so myself."

"Get to the point, Nathanial…Time is of the essence," said Magnum, still feeling Omega Red's eyes on her.

"Indeed it is…" he said as he now stood behind the bio tank that contained Rogue's unmoving body, "Everything is coming together. After so many years of toil and meticulous planning, my greatest dream has finally culminated with this wondrous moment…"

"Well, whoop di do…" said Deadpool sarcastically, "Just what is this gizmo anyway?"

"This 'gizmo' is the result of decades of toil and strife…" explained Dr. Essex, "It is the final solution of mankind's destructive ways…It is but the grandest step in the three billion year history of life."

"Nice…Does it play DVDs?" quipped Deadpool, earning him a punch from Bullseye.

"Oh it does much more than that…" said Dr. Essex ominously, "And it is only just nearing completion. Only a few more parts remain before its true function is unlocked."

"Then what's with the girl?" asked Gauntlet, not one to understand science all that much, but was nevertheless curious at what this guy seemed so strangely passionate about.

"She is but a medium…" said Dr. Essex as he looked back up at the unconscious girl, "Her mutant powers are a necessary component to make this machine work. And as soon as my machine adjusts her mutation to the necessary level…It'll all be ready for the final step. And that's where you come in…"

"Sounds good to me!" said Deadpool, caring little about the science and more about the action, "So what's the plan?"

Dr. Essex simply flashed his new allies a sinister grin. He could see it all coming together. Like a well played game of chess, all the pieces were in place. Now all he had to do was wait for each piece to play their part. And in the end…The world would be in for the dawn of a sinister era.

"The plan is simple my friend…All you need to do is follow my instructions and it'll all finally come together in the end."

* * *

Back at the Xavier Institute, everybody was scrambling to prepare for what promised to be their most arduous mission to date. After agreeing to fight alongside Shadow Cell against the forces of the Colonel and whatever this Dr. Nathanial Essex had in store for them, the X-men were gathering their resources, organizing a plan, and getting themselves mentally attuned to the task at hand. Having to work alongside five deadly soldiers who had already beaten them once before was far from comforting…Especially considering what they found out about them from Nick Fury. But for Rogue's sake and the sake of many other innocent people out there who would surely suffer at the hands of this mysterious organization, they were all willing to take that chance.

For the Professor, there remained many ominous feelings about this mission that he just couldn't seem to resolve. It wasn't just that Rogue had been captured or even that they were having to work with the five mutant soldiers that had fought so hard against them…No, there was something more to this than any of them could tell. He knew there was a much more sinister force at hand…One that he just couldn't quite put his finger on. He had a bad feeling about this Colonel…For he seemed like quite a character to say the least. But it was this Dr. Essex that made him so anxious…For there was just something about him that seemed…Strange. After having followed his work for so long and learning of his shady history in the world of black programs, he just couldn't escape his lingering suspicions that there was something more to this. And while he wasn't quite sure what it could be…His instincts told him it was very sinister.

"Charles…Charles, are ya ready?" said Ororo as she stood in full uniform alongside Hank at the entrance to Cerebro where the Professor was making some final preparations.

"Yes Storm…" he said, sounding obviously stressed about the current situation, "Just…Let me make a few more preparations."

"Well I would advise you to go easy on yourself Charles…" said Hank in a near coaxing tone, "I realize that it's a stressful situation, but we mustn't lose our heads in this matter."

"Yes…I understand Hank," said the Professor, who kept his attention on Cerebro, using it to bring up a few old files he kept of Dr. Essex's work, "But stress or not…I have a rather bad feeling about this mission. Danger aside…Something just feels…"

Even for a man of Xavier's intellect, he couldn't quite find the words to properly describe what he was feeling at the moment. There were just too many complications and too many unknowns to be certain at the moment. But he was determined to uncover the truth…Even with a seemingly endless cover of lies, he knew the truth was the key to understanding this mystery.

"I know…It's been hard on all of us," said Ororo, even if she couldn't quite understand just what it was that was bothering Xavier, "But I'm sure we'll find the truth and stop whoever it is that's behind all this. Just remember, we'll all need stay strong."

"Yes…For I have few doubts that whoever is behind all this will expect as much from us," said Hank.

"Don't worry my friends…I'll be okay," assured Xavier as he turned to give them a reassuring glance, "Just make sure that the team is ready and well prepared. I feel it's best we all depart as soon as possible."

"Agreed…" said Hank, "For in the battle against the greatest of foes…Speed is often one's greatest weapon."

Bearing that thought in mind, Ororo and Hank left Xavier to his musings again as he continued to go through some of the records he had saved concerning Dr. Essex. He wasn't quite sure what he hoped to find within these old documents…But hopefully, it would help him gain a little insight onto this most mysterious of figures. For a man who had shown such heartlessness and brutality with the Prodigy Project…It was quite a wonder that he managed to instill so much passionate loyalty among Shadow Cell.

Such attributes only made him more mysterious and gave Xavier all the more reason to continue his search. There were so many lies surrounding this man…So much deception and trickery. But just what was it that he was trying to hide? What were these secrets that he seemed to so adamantly guard? It may not have been clear to any of them know…But something told him, they would all find out soon enough.

"What are you hiding Dr. Essex?" mused Xavier as he found himself fixated on an old picture of the mysterious scientist from his earlier, more 'innocent' days, "Just what is it that you're planning? I know there's something…Something big…Something sinister that you're keeping from the rest of the world. You're a mysterious man…But even the greatest shroud of lies can't hide the truth forever."

* * *

While Warren and Betsy were quickly organizing the others in preparation for the mission, Remy Lebeau remained somewhat secluded from the chaos as he lingered a bit in the locker room after having suited up for the fight. For him, he couldn't care less about the secrets, the deception, or the inherent danger that seemed to so significantly symbolize this daunting mission. Right now…All he could think about was Rogue…And getting her back before it was too late.

In his pockets along with several decks of cards, the Cajun mutant kept with him a little good luck charm that he always carried with him when the going got tough…A queen of hearts. It was a little something that seemed to give him strength when he needed it the most. And after having come from a life of stealing, trickery, and deceit…A little luck was something he genuinely treasured, for he had a feeling he would need it with this fight.

It was hard not knowing whether or not Rogue was okay…But Remy knew in his heart that she was hanging in there as strong as ever. From day one, he knew Rogue was a strong woman. In many ways, that's part of what drew him to her. He never made a secret of his attraction to her since the day he chose to join the institute, but few people could ever understand just how deep it extended for him. In his eyes…Rogue was so much more than just a pretty face with a drop dead gorgeous body. She was meant much more to him that that…More than even he ever could have imagined.

"Gambit…" came Kurt's voice, breaking Remy's train of thought as he appeared in a puff of smoke.

"I know…I know," muttered Remy in an annoyed tone as he secured a few extra decks of cards into his other pocket just in case, "Remy'll be dere in a moment. Just…Give me a few more minutes."

Then, as Remy shut the door to his locker, Kurt's eyes fell upon a picture that he had mounted on the inside. It was one of him and Rogue…A picture taken not long after he joined when they all went to a carnival that came to town a while back. He had no idea he kept it since he never saw Remy as the sentimental type…But when it came to Rogue, there was clearly more to it than that.

"You really like her, don't you?" commented Kurt as Remy tucked away the last of his supplies.

"Don't tell me ya just figured dat out, homme," made Remy as he turned to face the younger blue mutant, his usual cockiness no longer showing in wake of the situation at hand.

"You vish…" said Kurt in response, "Just thought I'd get you to admit it…For once."

"Is dat all you came down here for?" he asked, sounding somewhat skeptical at Kurt's intentions.

"Nein…Not exactly," he said, scratching the back of his neck, finding this to be a bit more awkward than he had anticipated, "I just…I vanted you to know that…Rogue's mien sister. And…Vell, seeing her around you has been…"

Kurt tried to find the right words, but he found himself trailing off. It was difficult since he had always avoided talking to Remy about Rogue…But given the circumstances, he was intent on making his peace with this issue before they went out into the melee.

"Yeah…I know," said Remy, who had a pretty good idea what Kurt was implying.

"Just remember…" said Kurt in a serious tone, "If you really do care about Rogue in the vay I think you do…Just promise me that you'll never hurt her and I promise you I'll never hassle either of you about it."

"Dat sounds fair to me…" said Gambit, glad to get something like this out of the way before the turmoil began, "And don't worry about Rogue, homme…As long as she's wit Remy, ain't nothin' gonna hurt her. Ya have my word…Thieve's honor."

Knowing Remy never made promises he wasn't willing to keep, Kurt actually managed a slight smile. As weary as he had been about Remy and his constant flirtation with Rogue…It was nice to know that there was someone out there willing to do so much for his sister. And looking back at the former thief…Kurt felt as though he could finally be assured that his sister was in good hands.

"Good enough for me, mien friend," he said as Remy followed him out of the locker room and back towards the hanger.

"Glad to hear dat, homme…" said Remy, who managed to return his smile, "Now come on…Rogue needs us."

* * *

With the rest of the X-men scrambling in preparation for what was sure to be a hard, arduous mission…The five mutants of Shadow Cell were unusually stoic about the situation, keeping much of their conflicting feelings about this whole mess to themselves. Yet while they didn't openly voice their concerns, they truly felt torn on the inside.

For so long now, their lives had revolved around Shadow Cell. All those years of training, discipline, and loyalty had practically become a part of them. They knew no other life other than that of a soldier. And yet here they were…Preparing to fight against the very people who had made them into a powerful force. They kept trying to tell themselves that this wasn't happening…That Dr. Essex would never betray them. But after seeing what he had hidden from them concerning the Prodigy Project, it was a cold hard feeling having been lied to from the man they trusted the most.

Yet despite so many conflicting feelings, they were still Shadow Cell…And no amount of lies or betrayal could ever take that away from them. They were more than just specimens in a project…They were soldiers. And as soldiers, they were never one to back down from a fight. As complicated as this situation was, they could never forget the one piece of themselves that would always be their greatest strength…Their will. And in the spirit of true warriors, they were completely willing to fight to their last breath to find the truth behind all the lies that had controlled them for so long.

The hour of conflict was fast approaching…The final preparations were nearly complete. Soon, they would all be facing one of the most powerful and secretive organizations in the world. An entire army stood in their way…A veil of lies seemed to obscure everything…Yet despite this, it was still a mission. And for Scott Summers and Jean Grey, it was a mission they knew would be their most trying.

At the moment, the two long time friends and lovers were standing in a secluded area not far from the hanger…Simply taking a moment to relish together, for it was unclear whether or not they would get another chance.

"Do you think these X-men will make much of a difference?" asked Jean, standing close to her lover's warmth, committing every possible moment with him to memory.

"Can't say for certain…" replied Scott, who had an arm affectionately draped around Jean's shoulder as he hugged her close to his body, "They're pretty strong in some ways…But they really have no idea what they're up against here."

"And in a ways…Neither do we," said Jean, finding her thoughts drifting back to what they learned about their most trusted teacher and mentor.

"Yeah…Can't argue that," admitted Scott with a sigh, "Terrorists, dictators, and rogue armies we can handle…But this…These are the people who made us, Jean. They're the people who brought us together and helped us become soldiers."

"I know…I don't like it either," said Jean, "People like Dr. Essex and Magnum have practically raised us. They're practically like parents to us. I just…I don't know if I can truly fight against them."

"Me neither, Jean…" said Scott, feeling at such great of loss with this that he truly didn't know where this would all lead them, "But it's like Magnum once told us…The world can change in the span of a moment. Yesterday's good can become tomorrow's evil. Right and wrong are only relative. And no matter who the enemies or allies are…There's always going to be a single constant…"

"The mission…" said Jean, knowing those words all too well.

"Right…The mission," said Scott, feeling as though they both needed to remind themselves of that which they truly believed in, "This situation is no different. Our world may be in shambles…But we're still soldiers."

"But for what?" questioned Jean, the long standing drive that Shadow Cell had instilled upon them no longer there to give them strength, "What is it that we're fighting for now that we're just a bunch of renegades?"

Scott was silent for a moment as he thought about that, but as he remembered back to some of the things he had learned over the years through training and experience, he remembered how often they were faced with difficult moments from which they had to draw strength from something to make it through whatever challenges lay before them. From the earliest days of their training, they all learned about how a soldier thinks and operates both on and off the battlefield. There was only so much they could hold onto in terms of the mission…It was those true, underlying constants that stayed with them during each and every challenge. And in the end…Those constants…Those deep rooted beliefs and ideas they carried with them into battle…Could never be changed. And that is what they needed to remember in times of such conflict.

"I think…No, I know…We're simply fighting for the same thing we've always fought for," said Scott, suddenly feeling stronger and more assured, even in the face of so much uncertainty, "Looking back on everything we've done…I don't think it was just for the unit or for the mission. Renegade or not…We're still soldiers. We have a cause…We have a purpose."

"And what purpose is that?" asked Jean, not knowing what he was implying.

"Ours…" answered Scott definitively, "We have a choice…And what makes us soldiers is that we choose to fight for what we believe in. We fight not just for Shadow Cell…Not just for our country…But for us. The only side we're on here is ours and no one else's. I guess…It just goes back to faith…And how much of it we're willing to put into something we believe in. And I believe in us…"

The two lovers were silent for a moment as their minds took a moment to process such things. It was a rather simple solution to a very complicated issue…Yet in essence, it made sense. As soldiers of Shadow Cell, they never really thought too much about the groups they fought for. They may have saved civilization more times than they cared to keep track of, but the countless souls that were still among the living from all their deeds was a weight no soldier could carry. Saving billions was just too daunting for any mind to process…So in a ways, they weren't just fighting for the world, they were fighting for themselves…And each other.

"You're right, Scott…" said Jean as she found herself snaking her arms around her lover, drawing him into a close embrace, "I've always had faith…I think we all have since day one. And I guess this is just the greatest test our faith has ever confronted before. But…Test or not…I don't think anything can ever break it."

"What makes you say that?" asked Scott curiously as he found himself wrapping his hands around her waist.

"Because we still have that which makes us strong…" she told him, now feeling as though they had everything they needed fight and succeed, "We have our faith…We have our cause…And most important of all…We have each other."

Their embrace grew more passionate as Jean found herself resting her head against her lover's chest, listening to the calming sound of his heartbeat. Scott could do nothing but simply hold her…Treasuring this warm feeling that so often gave him comfort in his darkest hours. It was one of the many reasons why this woman meant more to him than anything on the face of the planet. He could live without Shadow Cell…He could live in a world of lies…But he couldn't live without Jean. It was as clear as night and day…And even with their faith and their cause…Nothing was nearly as important as what they shared together.

"I love you…" said Scott, savoring the warm feeling, "I love you so much, Jean."

"I love you too, Scott…" said Jean, no longer able to hide the strain in her voice and allowing her emotions to take hold, "And no matter what happens…No matter what the out come of this or any conflict my bring…Nothing will ever change that. We fight…We bleed…We die…Together."

"Together…" said Scott, swallowing the lump in his throat as he embraced the woman he loved.

There was no telling just how hard the coming fight was going to be. There was no telling the kind of secrets they were going to uncover as a result. But no matter what happened…They still had each other…They still had the loving bond that had always guided them through the darkest of times. And with the strength of their love to guide them…They would have everything they needed to fight the battle that was sure to be so trying.

And with that thought in mind, Scott Summers and Jean Grey met in a deep, passionate kiss…Letting down their shields and savoring each blissful sensation through their link. It was unclear whether or not they would come out alive with this one…But even if they did die on this mission, they refused to die with any regrets. They were still soldiers…Bound close by the love they shared and the strength they gave one another. And with this truly grand mission looming over them like a raging storm…They managed to find their faith through such hardship…And they would most certainly need it for the daunting task before them.

* * *

While everybody seemed to be clamoring in the lower levels of the institute, Vincent Freeman found himself taking a brief moment to savor calmness and serenity of the night sky. Even with all the lingering struggles that were tearing him apart inside, he managed to find solstice in the peace that nature had to offer. His mind was still a mesh of confusion, pain, and sorrow…For he was still struggling with the revelation that Dr. Essex, the man he had put so much trust and faith in, had been behind the project that took everything from him.

It hurt in a way no words could truly describe. It was a revelation that practically tore his world apart yet again. There seemed to be no end to it. It was almost as if he was destined to always see the things he held dear shatter in a maze of pain and loss. First there was Prodigy…Then there was the orphanage…And now there was this. How much more could he take? How much more could he possibly endure after having lost so much?

As a soldier who had killed plenty of people and saved plenty of lives, there wasn't much for him to hold onto. He still had his comrades…He still had his friends. But with the current mission at hand…He felt a strange, sickening feeling in the pit of his stomach…Almost as if it were an ominous sign from some higher power that he was only going to face more heartache with this mission. It was a true test of faith…A true test of his will to fight. And in many ways, it was a test he was truly not prepared for.

"Vincent?" came a voice that suddenly broke him out of his thoughts, "Vincent…It's me."

The lone Prodigy survivor knew that voice could only belong to Wanda Maximoff…The only person who could ever keep his wounded soul so strong. Turning to face her with his weary, pained eyes…His gaze fell upon the woman he had come to cherish over the years with each and every challenge they overcame. From that fateful day their eyes met to all the hardships they endured together…Wanda had always held a special place in his heart. And after having discovered a secret so horrible…He needed her now more than ever.

"Wanda…" he said in a low, distraught tone, "What are you doing here?"

"The person I care about more than anything in the world is up here in a world of pain…And you're asking me what I'm doing here?" she told him as she found her way to his side, letting her presence sooth away some of his pain.

"Oh…" he said with a sigh, feeling somewhat sheepish now for implying as such, "Sorry."

"Hey, you've got no reason to be sorry…" she said as she gently took his hand in hers and held it tightly, "It's just…I'm worried about you. I…After seeing what the Professor showed us…After seeing all those horrible images…I just…I had no idea you endured something so horrible."

"Yeah…I know…Even I have a hard time believing it," conceded Vincent, "But…It's not just the fact that I went through something like that and remember it all as clearly as the moment it happened…That much I've learned to cope with over the years. It's…It's just that after all this time…After all these years…I find that the one person responsible for all the pain I've felt is also the one person I've come to trust so much. I mean…Dr. Essex was someone I always thought was an honorable man…A man who took me in when I thought I had nothing else to live for. He gave me so much…He gave us all so much. But now…"

Vincent found himself trailing off, for he could not find the right words to truly describe the pain of such betrayal. He felt so lost…So confused…So betrayed by the people he placed so much trust in that it was hard for him to hold himself together. But Wanda couldn't bear to see him like this…And she refused to let him do this to himself.

"Yeah…I know…It hurts," said Wanda, tightening her grip on his hand, "And…I know I can never truly understand how you feel…But…Vincent please…Don't do this to yourself."

"I can't help it!" he said, turning away from her, unable to look her in the eye in his current state, "After everything we've done…He betrayed us! He lied to us! And now…We have to fight him to find the truth! And I just…I don't know if I can do that…"

"Vincent stop!" said Wanda sternly, forcing him to look her in the eye again, "I'm not going to let you destroy yourself because of this…And besides, you're stronger than that. And I don't care if I have to hex you to the end of the universe…I'm NOT going to let you forget that! You're the strongest fighter I know…And I know you've been through hell with your life, but that's no excuse to just keel over when the going gets tough!"

Wanda's words were firm, but effective in reminding Vincent of who he was. For so long, his past had been the one thing that he wasn't willing to fight…For it always seemed to cripple him mentally, physically, and spiritually. But he was still a soldier…He was still Vincent Freeman. And Wanda would not allow him to forget that.

"But…I don't know how I can face something like this, Wanda…" he said, finding himself consumed by his greatest weakness, "I can tear through armies…Rip apart tanks with my bare hands…And hold a North Korean nuclear reactor over my head…But this…"

"Is just another challenge you're going to overcome…" finished Wanda, not letting him finish, "We're going to fight this Vincent…We're going to fight our way through whatever shit we have to in order to find the truth. We may be lost in our own world of shit…But we're still soldiers…We're still a team. And we're going to fight with every fiber of strength to succeed…We're going to overcome this. I just…"

Then, Wanda suddenly found her words becoming more emotional as her voice became strained in the face of her emotions.

"You mean a lot to me Vincent…" said Wanda, swallowing the painful lump in her throat that had formed as her heart began to beat like a mantra, "You mean more to me than…Than I can ever put into words. And I want to be there for you…I want to be your strength…I want to be your strength in the same way you were for me all those other times when I needed it most."

Such words actually brought a smile to Vincent's face as he found himself snaking his arms around her waist and pulling her into a strong embrace…Feeling strong for the first time since he found out. It was as if the memories that haunted him couldn't touch him when he was with this woman…It was as if he finally had something to fight off his greatest weakness. And it was all thanks to this special woman who had become such a huge part of Vincent's tortured soul.

"You are my strength, Wanda…" he said softly, feeling a new sense of determination in his spirit that he thought had been shattered, "And I need you…I need you now more than ever. I'm going to fight this…I'm going to beat this…I just…I don't want to lose you or any more of the people I love."

"And you won't, Vincent…" said Wanda, her strength returning to her as well as they both stood with a determination greater than anything they could have hoped for, "We're going to fight this battle together…We're going to fight as the soldiers we are…And we're going to find learn the truth."

There was so much more that Wanda wanted to tell him…But she found herself unable to say any more as she simply sank into Vincent's strong arms. He too, wished he could say more…But with so many complications and challenges ahead of them…He had little strength to spare for what he knew would be the fight of their lives. But with so much at stake…It was a fight neither of them were going to back down on. Vincent owed that much to Wanda…And to his honor.

* * *

Down in one of the lab areas not far from the main hanger, X23 was making a few last minute preparations for battle. Having always been the loner of the group, she had her own way of getting herself ready for a fight and this was no different in her eyes. Even though she was well aware that she would be fighting against the organization she had come to trust so much…It was still a battle and she still went through her usual rituals, meticulously checking each one of her guns, carefully organizing her supplies, and doing a few mediations exercises to get herself mentally prepared.

However, even as a former living weapon that had faced such unimaginable danger and taken so many lives, she couldn't deny the mixed feelings she had about this mission. She and her friends knew no other life than Shadow Cell…It was just so much a part of them that it was pretty much impossible to imagine any other life. This was the organization that rescued her from Hydra…These were the people that taught her how to be her own person…And these were the people who gave her life meaning in many ways.

Yet after seeing images of the Prodigy Project, for which their teacher and mentor just happened to be behind, it brought back many painful memories of what she had endured at Hydra. It was like seeing the true face of something after having been shown a completely different world for so long…And Dr. Essex was at the center of it all.

It was unclear just how she would be able to take part in this fight…But in her mind, at least she still had a few things to hold onto. She still had her comrades…Who were more than just friends to her in many ways…They were practically family. They fought and bled together on and off the battlefield…Supporting and helping one another through each and every challenge. And as she finished prepping her guns and doing a few quick guns slinging tricks, she sought to hold onto those memories with her comrades that she had come to treasure…For she would most certainly need them in the fight to come.

"That's some pretty nice tricks ya have there, kid…" came a voice, snapping her out of her daze and nearly sending her into a defensive stance.

However, before her usual reflexes could even begin to take affect…Her mind remembered that voice all too well. It brought back the still troubling memories of that fateful fight when she had who she once believed to be the source of all her suffering at her mercy…Yet could not go through with killing him. He was Logan…The original Weapon X whose image she had been made in. And looking back at him, she still felt that raging conflict inside her…Not knowing how to think or feel in this man's presence and only going on that which she had learned from her friends about managing emotions.

"They're not tricks…" she found herself saying without thinking all that much, "They're exercises…They help to prepare me for battle."

"Funny…Ya don't exactly look too prepared to me," he commented, having noticed her anxious demeanor.

"I'm ALWAYS prepared to fight," she said sternly in response.

"Even battles like this?" he quipped, knowing she was just like him in a sense that she didn't like to let her emotions show.

X23 didn't have a response for that and merely let out an exasperated sigh, not knowing how else to think or feel during times of such struggle. Yet in looking back at this man who had caused so many conflicting feelings within her…It felt as though there was something more to their connection than simply blood. He came from a similar world…A world in which he had been used by those he thought he could trust. He understood what she was going through in a way nobody else did…And yet, it still caused conflict within the young soldier.

"How would you know?" she said in a low, somewhat bitter tone as she forced herself to look away from him, "How could anybody possibly know?"

"Hey…I've said those exact same words many times before…More than I care to count," said Logan as he found himself moving in closer towards her, unafraid of her reaction, "It ain't easy feelin' betrayed…Feelin' as though everything ya once believed is now gone and there's nothin' left. And now, ya don't even know if ya can fight back…"

X23 couldn't deny the truth in his words. She could clearly hear it in his tone…She could clearly sense it in his poise. He knew…He knew in a way she hadn't expected. And this was a man she had once tried to kill. Yet here he was…Talking to her and trying to lend what comfort he could. It made the former living weapon feel strange and deeply conflicted inside…But for some reason, it wasn't necessarily in a bad way. In fact…It felt good. And through it all…There was only one question that came to mind as she finally managed to look back into the eyes of the man who was responsible for her existence.

"Why?" she asked him with a look that made Logan feel strange for some reason, "Why are you doing this?"

"What do ya mean?"

"I…I tried to kill you," she told him, her voice actually straining, "I fought you and your friends…And I injured quite a few of them. But still…I tried to kill you…And now you're helping me. Why?"

Logan found himself unable to give her a simple answer. In all honestly…He didn't know why he was doing this. This girl had been a few inches away from decapitating him…Yet here he was trying to lend what comfort he could in her time of need. He couldn't explain it…And neither could see for that matter. It could have been because of their past lives as living weapons, it could have been because they shared the same blood, or it could have just been some deep laden need for the two loners to reach out to one another. But whatever it was…It definitely meant something to the both of them.

"I…Can't really tell ya, kid," he said, rubbing the back of his neck in a show of his uneasiness, "Maybe it's because we've been down a lot of the same roads…Or maybe it's somethin' else…I don't know. But…Thing is…This is a fight we're all a part of. This is somethin' that's a lot bigger than some run of the mill mission. I know it…You know it…Everybody knows it. And I guess…I guess there's just more to it than either of us can really say for certain. But if we make it out of this intact…I'd definitely like to learn more."

"More…" said X23, actually finding herself cracking a rare smile, "Yeah…I'd like that too."

It was a strange feeling for the both of them…Yet it was one they inherently shared. And even in the face of a truly daunting mission…They found time to smile about something…For now they had something to look forward to if they succeeded. But before either of them could work on that…There was still one major obstacle to overcome…The mission.

* * *

The final preparations had been made for both teams…The time for planning was officially over. Shadow Cell and the X-men were now ready for what was certain to be their most trying test. Both teams had a lot at stake…For the X-men, they were fighting for a friend whose life was now hanging in the balance…For Shadow Cell, they were fighting for their honor…For their right to live…And most of all…For the truth. There was no telling just what they would face or what secrets they would uncover. But one thing remained clear…It was going to be a hell of a fight.

"Okay teams, let's roll out!" ordered Warren as everybody gathered in the hanger, "Except you two…"

"Aw man! You can't be serious!" said Sam, who was standing alongside Jamie as they were stopped cold in their tracks.

"Yeah, Bobby and Jubilee are going! Why not us?" asked Jamie.

"Because they have experience and you guys don't," answered Warren, "And besides…We still need you to look after the others and prepare the med bays in case we have any injuries to take care of when we get back."

Both Sam and Jamie let out a disgruntled groan, but nevertheless did what they were told…For now was definitely not the time to argue.

"What a jip…" muttered Jamie.

"Hey! Be glad you're not going on this one kiddies!" shot X23, who had heard the naïve young boy's comments, "Missions like this aren't for the faint of heart!"

"Yeah…That's comforting," said Bobby, not feeling any easier about it.

"Since when have you known anything involving these guys to be comforting?" muttered Kitty.

"Hey…Watch it girly," said Jean in a stern tone, "We don't comfort…We prepare."

"Right…It's a motto of the Marine Corp…Semper fi, do or die," said Scott as they all gathered around the XR-77 Blackbird.

"Well dis may be news to you homme…But we ain't soldiers," made Gambit, "We're in this to save our friend and stop a madman."

"Well in that case…You might as well buy your friend a tombstone," quipped Wanda in response, "Because that pacifist mentality won't do dick against the kind of people we're about to face…"

Gambit was definitely noticeably irked by that…But thankfully, Betsy stopped him before he could do anything more to provoke the five mutant soldiers.

"Don't bother, luv…" she told him, "They obviously don't have anything to say to make this job any easier."

"But they do have a point in some regard…" said Xavier as he wheeled himself into the hanger to see his team off, "We are up against an enemy the likes of which we haven't faced before. Whether it's this obscure Colonel, this dangerous mercenary, or this enigmatic doctor…We mustn't see this mission in the same context. There's a lot at stake here…Including the life of our friend. I know we're all merely peacekeepers and not soldiers…But that doesn't mean we should be afraid to fight."

"Don't vorry Herr Professor…" said Kurt, eager to get his hands on the people who abducted his sister, "Ve'll fight…For Rogue's sake."

"And for the sake of many others as well…" added Warren, "You can count on us Professor."

"I know I can…" said the wheel chair bound man with a proud and approving tone, "Good luck X-men…And Godspeed."

And with that, the two teams prepared to file into the X-jet. Time was definitely of the essence here and they were all eager to take the fight to the source before it was too late. But then…Just as Logan and X23 were about to enter first…They stopped in mid stride as a strange new scent filled the air.

"Logan…Hey Logan!" said Remy, growing somewhat impatient, "What's de deal homme!"

"Somethin' ain't right here…" he said ominously.

"You're right…I smell it too," said X23.

"And I can sense it…" said Jean as she took out her gun and knife and began scanning the area.

Everybody looked noticeably confused…Not knowing what this was or even if it was serious. But it was clear that something was amiss…Something or someone was there.

"Professor…" began Warren.

"No…They're right…I sense it as well," said the Professor as he began scanning the area.

"Right…And I think I know who it is!" said Jean as she suddenly turned back down towards the corridor Sam and Jamie had left through and used her telekinesis powers to pull in the presence from the shadows.

Then…To everybody's amazement…The identity of the disturbance was revealed. And in some ways…They weren't exactly all that surprised.

"Mother!" exclaimed Kurt as he watched her struggle in mid air against Jean's telekinetic grasp.

"Err!" she grunted, "Let me go! I'm not here to…Erah! Fight you!"

"I'll be the judge of that…" said Jean as she lowed her to the ground as the rest of the team gathered around her.

"Mystique!" growled Logan, his claws now showing in a threatening gesture, "You got a lot of nerve lady!"

"Not to mention seriously bad timing…" said Betsy as she formed a couple of psionic blades.

Jean kept her telekinetic hold on her and maintained a defensive stance with Wanda providing back up with her hexing powers just in case…But as she neared the hapless shape shifter, she quickly began to sense something different.

"Will…You…Knock it…Off!" she yelled in an angry tone, "I told you! I didn't come here to fight!"

"Oh yeah? Den what de hell do ya want? Cause we're kinda in a hurry," said Gambit, who had no love lost on this woman after what she put Rogue through.

"Is it really that hard to figure out!" she shot at them, growing increasingly frustrated, "My daughter's been kidnapped!"

"Yeah right…Since when do you care?" muttered Bobby, ready to put her on ice.

"Wait!" said Jean as she lowered her to the ground and undid her telekinetic hold.

The Professor soon joined them, sensing the same abnormalities as Jean…Which was a sign in and of itself since Mystique usually bore some very strong mental shields. But for some reason, her mind wasn't being shielded…Not because they were weak, but because she simply didn't want them up. She had a feeling they wouldn't be happy to see her, so she decided to at least do something to show she was being sincere…She just didn't expect to see the same five soldiers again that had initiated all this turmoil.

"Hey! What are you…" began Warren, but he was quickly cut off.

"Shut up!" she said sternly as she studied the shape shifter closely with her acute perceptive abilities that any skilled interrogator had to have.

There was a brief moment of tense silence as Jean studied the shape shifter's face…Looking for any signs of dissent. The rest of the X-men seemed ready to tear into her, but she didn't seem to care…Hell, she didn't even look that surprised. The Professor seemed to know it and Jean was quick to see it…But Mystique, despite all the unsavory enemies she was now surrounded by, didn't flinch. She kept a strong, stern demeanor…Which seemed to speak volumes in the eyes of the five mutant soldiers because it told them she was no stranger to the game. If anything…She looked as though she had more experience than they had originally thought. She was tough…Jean could attest to that…But could she be trusted?

"So what's the verdict Jean?" asked Scott, knowing full well what she was doing.

Looking back at the shape shifter's face, she was somewhat surprised to see her looking relatively unscathed by her glance despite the world of pain she had put her through earlier. And for Mystique, who had a good idea what this was all about, it was all merely an inconvenient formality that was keeping her from finding her daughter.

"Are you done yet?" she said, sounding completely unafraid, "Or do you want to interrogate me again just for kicks while my daughter's out there suffering?"

That seemed to be the clincher for Jean as she put her gun and knife away and turned towards the others.

"She's good…She can come," said Jean affirmatively.

"WHAT!" yelled Logan, forcing Ororo to hold him back.

"I said…She can come," shot Jean in response in a stern tone, "We'll need all the help we can get…And I know she's tough enough, so she can come. She's got just as much stake in this as you do…"

"Are you high!" yelled Warren at the imposing redhead, "You have no idea the kind of shit this woman has put us through! You can't be…"

"Warren…" said Xavier, stopping him in mid sentence, not willing to let this escalate any further, "It's okay…I agree. Rogue is her daughter…She has every right to fight with us."

"Yeah right!" spat Gambit in response, "Why don't ya just fight wit Magneto instead?"

"Because Magneto doesn't give a damn whether or not Rogue lives or dies!" shot Mystique in response, "Now you all hate me…That much I get. And honestly, I couldn't care less. I don't like you all very much either, so we're even. But Rogue is still my daughter! And like it or not…I'm going to get her back! Now you can either fight me…Or let me help. Either way is fine with me…But you're NOT going to keep me out of this fight!"

Her words were strong, yet passionate…For it was a rare thing to see Mystique so wrought with maternal concern. It was something that struck Kurt as being quite odd, for he hadn't even spoken to her since he found out Rogue was his foster sister. Yet here she was…Every bit as intent to save her as the rest of them. It brought out plenty of mixed feelings…But there was little time to think about such things.

"Professor…" began Betsy, but Xavier had already made his decision.

"She's right X-men…" said Xavier in a tone that left no room for argument, "She has a right to be here…And we have no right to stop her. And if any of you have a problem with this, you may take it up with me AFTER the mission. Is that clear?"

There were still plenty of hard glances…But nobody said a word.

"Very well…Then get ready," he said as he began to wheel himself back to Cerebro, "We cannot afford to waste another second…Our most challenging mission awaits."

"Professor…" said Scott, knowing that was the understatement of the millennium, "You don't know the half of it…"

* * *

AN: Dun, dun, dun…Dramatic pause! The final mission is finally upon them! The X-men, Shadow Cell, and Mystique are about to embark on a fight like no other! Dr. Essex and the Colonel seem quite prepared for them and now there's Deadpool, Bullseye, Gauntlet, and Omega Red to worry about! I wanted to bring in a few more Marvel names, so I hope you all enjoy how I use them in the coming chapters! Trust me…You won't want to miss this one! There are plenty of secrets just waiting to be uncovered and plenty of action and drama to come! In the meantime, don't forget to REVIEW! Send me your feedback via email or post it on the fanfiction website! Thanks a ton for reading everybody and I wish you all the best!

ACTION IS BRIMMING! REVIEW WHILE YOU STILL CAN!


	39. The Longest Night

**Sinister Soldiers  
Chapter 39: The Longest Night**

****

* * *

With Shadow Cell and the X-men on their way, everything Dr. Nathanial Essex had meticulously planned was falling into place. His backup that Magnum had so thoughtfully provided was almost ready, his machine had finally completed making the proper adjustments to Rogue's mutation, and the Colonel remained completely oblivious. It had gone better than he could've hoped for…And in a way, it was sort of anti-climactic. It was just too easy manipulating each and every one of them…Easy to the point where it was outright sad.

But Dr. Essex certainly wasn't complaining. He had waited too long for this moment and now it was finally upon him. His machine was ready…His pawns were playing their part…And everything was going exactly as he had planned. It was so magnificent…Finally seeing decades of toil coming to ahead. And all it took was a few creative lies to make it all happen.

"They're on their way my sweet…" he said to his machine, talking to it as if it were a child, "I can feel it…They're so close. And when they get here…We shall unleash the full power of evolution upon this world…Building a new paradise for life to thrive eternally without war, suffering, or sorrow. We shall save mankind from it's own destruction…We will save this world from being annihilated. It was be a true work of art…A masterpiece of life. And it all starts tonight!"

Looking over his system readouts, he saw that young Rogue had been everything he hoped she would. Her powers were now ripe for use with his most glorious of creations and ironically…Her presence here worked out quite nicely because it gave the X-men a reason to be here. Such a laughable force of mutant pacifists didn't concern him in the slightest, for even if they teamed up with Shadow Cell, they could not stop the inevitable.

And thanks to his new backup, it was only a matter of ensuring that his pawns played their part as effectively as possible.

"Magnum…Is everyone in place?" he said into a CB communicator that he had been using to give orders to her and her allies.

Not getting a response, he checked the channel, for it was very unlike the proud Russian mercenary not to respond. However, she had her reasons for hesitating and she made sure it didn't take too long for her to comply as any good soldier should.

"Magnum…" repeated Dr. Essex.

"We're just about ready, Nathanial…" she answered, "You need not worry. We'll all be in place in under five minutes."

"Ah, perfect…" said Dr. Essex in an approving tone as he turned back towards his machine, "And as promised, that little 'surprise' I predicted seems to have come into play. It appears you'll get that bonus you've been aching for after all…"

Magnum was silent for a moment, for she knew exactly what he was referring to…But as always, she didn't let her emotions show. Her insides were raging at the subtle undertone in his words, but she managed to keep her demeanor…For she would need it for what she was about to face.

"Are you sure?" she asked, not wanting this to be a farce.

"But of course…" he told her confidently, "Picked up a magnetic spike outside the institute just before word of their take off was confirmed. She'll be here…I know it."

"Then I best get ready…" she told him in a cold tone, "I've been waiting a long time for this and I will NOT be denied. I'll do my part…You can be assured of that. But I want this one for myself…"

"And I'm not going to stop you…" he said, "Now hurry…The hour of truth is at hand. We've both worked long and hard for this and it's finally coming together…So let's not keep destiny waiting. Over and out…"

The line went dead after that as Dr. Essex began performing the final calibrations on his machine. Magnum, however, simply stayed in a trance, mentally preparing herself for what she was about to face. She was in her specially designated room…A room she herself set up with the help of Dr. Essex and had been living out of since she joined the organization. It was a small, somewhat confined area that looked more like an armory than living area. All around her, there were mountains of guns, ammunition, and assorted firearms that she had procured over the years. Yet she seemed eerily comfortable with such surroundings…Comfortable in a ways that was almost disturbing to anybody who would have seen it.

In addition to her vast arsenal, the walls of her room were littered with pictures and news clippings with headlines like, 'Ex-Marine Francis Castle gunned down with family in gang shooting,' 'Frank Castle Alive!' and 'Punisher strikes heavy blow to organized crime.' Every article seemed centered around Frank Castle…Better known as the Punisher. While some may have called such a collection a clear sign of obsession…To Magnum, it was much more.

As she stood in her room looking over her articles, taking a great deal of strength from them…She suddenly felt a couple of cold, metal tentacles snake their way up her well shaped legs and along the curves of her imposing body. Such a feeling did not make her tense in the slightest…For she knew exactly who this was.

"You know…You're the only one who never flinches when I do that," said Omega Red his deep, Russian accent.

"I don't flinch…" she said simply and stoically, not turning to face her former lover.

Yet despite her cold demeanor, Omega Red made his way over towards his precious tsarina, snaking his arms around her waist and trailing his lips down her shoulder and neck. Magnum didn't fight this, but she didn't seem affected by it in the slightest. She knew this man's heart was still centered on her…That much he had made abundantly clear. But her heart stopped beating for him a long time ago…And he simply never accepted it.

"All these pictures of a single, pitiful man…And not one of the man who could have given you the world," said Omega Red as he took in all her Punisher paraphernalia.

"Most of those pictures are gone…" she told him simply, "They went up in flames just like we did."

"Ah…But that's where you're wrong my dear," said Omega Red in response as he adoringly cupped her chin with his ice cold hand, "Otherwise you would not have called me here in your time of need."

Magnum once again didn't respond…But she didn't flinch either. She could not deny that this man was a part of her past and always would be and as much as she hated to admit it, there was still that flame for him she carried simmering within her. But all other traces of feeling she once harbored for him died long ago…Yet still, his had not and it was hard for him to accept that.

"Just tell me something my sweet tsarina…" he told her, his penetrating gaze locked with hers, "Why did you leave me? I could have given you everything your heart desired. We could have had it all…The motherland could have been ours. Why did you throw it all away for a mere human?"

"Because…" she stated, having accepted this long ago, "Frank had something you did not…"

"And what might that be?" he asked curiously.

"Understanding…" she told him, "He and I have been down the same roads in life. We both lost our spirit…Our souls…And at one point…Our lives. He was the only man I could not contain…He was the only man who was not afraid of me."

"I never feared you…" he told her affectionately, thinking her reasons were poorly fabricated at best.

"Wrong Omega…" she told him sternly, "You were always afraid…You were always afraid of not having someone at your side to share your dream with. You were always afraid of not having a queen every bit as strong as you, but still feeble enough to control. And I could never be that woman…No more than you could ever be the man I need."

Omega Red's expression shifted to one of discouragement and disappointment as he finally pulled away from his Tsarina. Few people could have such an affect on him…Few people could ever look him in the eye without fear in the way Magnum did. In many ways, that was why his heart still yearned for her…Because she wasn't afraid of him. But after hearing her reasons for leaving him…It was enough to push him away.

Yet still…The way he looked at her didn't change. If anything…He found it somewhat amusing in the end.

"And yet…You still left the Punisher as well," he told her with a humored grin.

"Other way around…" she said, shaking her head in response, "He left me…He's the only one who ever left me. We shared one night together…And that was all."

"And that alone should prove to you my dear…No man can ever feel for you the way I do," said Omega Red with the poise and strength that so often attracted her before.

However, Magnum remained unflinching…For she knew what she felt for this man…And she knew what she felt for the Punisher. It was a matter she had long managed…A matter she had laid to rest for the most part. She still pursued Frank in the days leading up to her recruitment by Dr. Essex, but right now…She had much bigger things on her mind.

"You may be right about that Omega…" she conceded as she picked up her beloved 44 magnum and skillfully put it back into her main holster, "But now is not a time for matters of the heart. I have waited a lifetime for this moment…And I will NOT let it go to waste."

"A lifetime you say?" questioned Omega Red skeptically, "So says a woman who made a career out of the simple fact that that she had nothing to lose…"

"No…It's more than that…More than you'll ever be able to understand," grunted Magnum sternly as she turned to exit her room, "This is about my honor…My pride…My legacy. And I WON'T be denied."

Omega Red didn't have a chance to respond to that as she exited her room and was met by Deadpool, Bullseye, and Gauntlet.

"Damn…That was quick!" said Deadpool with an obnoxious laugh, "No wonder she broke up with you!"

"You would be wise to keep your wise cracks to yourself little man…" said Omega Red in a threatening tone.

However, given Deadpool's somewhat eccentric style, he was not at all affected.

"And you would be wise to ask your doctor about Viagra," he made with another humored grin, "Besides, those metal arms of yours have GOT to be compensating for something. But then again what do I know? I'll bet plenty of girls like putting shit like that to good use!"

That was enough for Omega Red as he whipped out his tentacles and prepared to rip the obnoxious merc a new one.

"Err! You fucking little scab faced piece of shit!" he growled.

"Hey, just offering some friendly commentary!" he said innocently, unable to get over the sheer humor of having found out this man was involved with a woman like Magnum.

"Stop it you two!" yelled Gauntlet, once again stepping in to stop another fight.

"Thank you Gauntlet…" said Magnum, looking somewhat amused by what she had just seen, "And to think…You used to eat me out with that mouth, Omega."

"Ugh…Jeez Magnum, I love ya to death, babe. But go easy on the mental images!" said Bullseye, knowing he'd never get THAT out of his head for as long as he lived.

"Oh come on, Bullseye!" said Deadpool, giving his fellow mercenary a slap on the back, "Lighten up, we get to do a job with a hot, sexy Russian blonde! What's not to like about that?"

"And it's a job you damn well better take seriously…" added Magnum, her tone once again growing cold and serious, "What you're about to face is no laughing matter…But if you all play your parts, everything should work out in the end. Now Dr. Essex has already paid you in full…So you damn well better earn every penny."

"Eh, don't sweat it baby," said Deadpool confidently, "I may be offbeat, but I'm good at what I do!"

"We all are…" said Gauntlet, "Just tell us what you want us to do."

Magnum, despite Deadpool's mouth and Omega Red's leering gaze, remained as stern and strong as ever. She had waited a long time for this. All her loyalty, skill, and dedication were finally about to pay off…She just needed play her part…And ensure that these rag tag, internationally wanted killers played theirs.

"It's simple really," she told them as she led them down the hall, "The plan is this…"

* * *

In the skies over the vast expanse of upstate New York, the tension aboard the X-jet was at an all time high. Not only were they having to bring along the five soldiers of Shadow Cell that had attacked and decimated them earlier…But they were also forced to take Mystique along for the ride as well. The blue skinned shape shifter that had caused them all so much grief was probably the last person they wanted to have with them on this fight…Especially when it concerned Rogue.

Mystique wasn't too thrilled to be there either. She was getting plenty of death glares from the likes of Wolverine, Angel, Gambit, and pretty much the entire X-men. It looked as though they were all just waiting for her to backstab them…Not that she could blame them of course. But for Rogue…She was willing to endure as such, whether they believed in her or not.

She sat in a seat surrounded by the five mutant soldiers of Shadow Cell…Who for some reason, didn't seem nearly as distasteful of her. She suspected that was simply because they didn't know her, but it was somewhat reassuring to have at least SOMEBODY on the plane that believed her. That's not to say that she liked them all that much thought…Especially the red head who basically mind fucked her. But they had skills and it was sort of an unwritten rule among soldiers that it's okay to hate an opponent, but it's also necessary to respect them as well when they proved themselves. And that's something Shadow Cell had definitely done beyond a shadow of a doubt. The shape shifter still harbored a deep grudge towards them, but she set that aside for now and focused entirely on Rogue.

In addition, she also sat in a seat right next to her son, Kurt…Which was a last minute choice on his part, for he seemed to believe her when she said she was doing this for Rogue. But she couldn't help but get the feeling he was still skeptical since she had lied to him so many times in the past. And maybe he was right to feel as such…But she hoped that maybe by helping to save Rogue, she could make up for so many of the bad decisions she had made with them as a mother. And while she knew her decision certainly wouldn't go over well with Magneto…She was beyond caring at this point. That madman had done nothing but bring her pain and frustration. He didn't even care about mutants…All he cared about was himself. And whether or not he punished her for her disobedience and disloyalty didn't matter…For right now, her only concern was Rogue.

"Mother…" said Kurt, finally unable to hold his silence any longer, "Vhy are you doing this?"

"What do you mean?" she said, keeping her tone as emotionless as possible, so as not to show any weakness in the presence of the X-men.

"I mean…After everything you've done…Vhy now?" he asked.

"Because…Rogue needs me," she said simply.

"Yeah right…" muttered Gambit, who was sitting right behind them.

"But is that all?" asked Kurt, ignoring the Cajun's comment.

The shape shifter just sighed…For she didn't want to have to go through something like this at a time when she needed to be strong. It was hard enough having to contend with the fact that she hadn't been there when her children needed her most because she was too selfish and stupid to go along with Magneto. But every time she even thought about it…She just felt so trapped. It was as if she was incapable of making good decisions. She had spent a long time making ones that only brought her more pain…And now she was finally willing to change that. But in order to get that chance…She had to prove herself first. And for that reason…She couldn't give Kurt the answer he wanted.

"No…" she finally said, "But now's not the time to talk about it. I promise I'll tell you and Rogue everything after all this is over. But for now…Let's just focus on getting her back."

It wasn't what Kurt was hoping for, but it spoke volumes nonetheless whether Mystique intended it or not. And for some reason, he found himself placing her hand atop hers…Letting her know that he believed her words…And would most likely hold her to them when all this was over.

Such a gesture did not go unnoticed by the others, but they chose to ignore it for the most part…Although some like Logan and Remy didn't look to happy about it. But luckily, a few others stepped in to keep things from getting too tense.

"So where is this place?" asked Betsy, who was monitoring the scanner for signs of any major activity spikes, "I'm not getting any readings and this thing is supposed to be able to find a cotton ball in Antarctica."

"It doesn't matter how good that thing is…" answered Scott, "Shadow Cell HQ has a cloaking device that would probably make even Magneto envious. It's designed to keep any and all prying eyes away from our activities."

"Yeesh, sounds a bit excessive if you ask me," commented Bobby.

"Such measures are necessary for a place that isn't supposed to exist," made Wanda, "And upstate New York is littered with old military bases from the Cold War, so don't expect it to stick out."

"Wonderful…" said Warren, his tone dripping with sarcasm, "So in any case, we have no idea what we're up against."

"Well if it'll set your mind at ease…" began Scott, who knew as well as the others just what Shadow Cell defenses were capable of, "We're looking at over three thousand GURSO soldiers with a full assortment of high tech, body enhancing armor equipped with high powered energy weapons originally designed for anti-tank use all under the control of the Colonel. Add to that, Shadow Cell has some of the best perimeter defenses both outside and in that money can buy. It makes the defense system at your school look like a playground…And that's not factoring in any little surprises that they probably kept from us over the years."

"Yeah…That makes me feel MUCH better," said Warren, his sarcasm not fading in the slightest.

"And THIS is what we have to go through in order to save Rogue?" exclaimed Gambit.

"I'd say it's a pretty safe assumption…" replied Jean, "But don't worry…This sort of thing is what we've been trained for. We'll beat it…Or die trying."

It wasn't a very uplifting statement to say the least, but Shadow Cell was never one to sugarcoat the truth. Besides, they had plenty of other things on their mind at the moment. In their minds, the X-men were just here for added force and nothing more. They had a stake in this and if they could help them find the answers they needed, then so be it.

A lot was going through the minds of the five mutant soldiers as they neared the area of the base that made them who they were. For Scott and Jean, it was the only place in the world they could really call home. After having lost their childhood, this had been the place to give so much back to them. And then there was Dr. Essex…The man they had always looked up. But to learn that he had been behind Prodigy…The project that Vincent had so vividly described as being so horrific…It was just a blow neither of them could have expected. Not only that…To have him betray them like that…To simply turn his back on them after all the loyalty, trust, and discipline they had shown him…It was almost too much for them to bear.

'Jean…' sent Scott through their link, 'Do you really think we can do this? I mean…Fighting GURSO is one thing…But Dr. Essex?'

'I know Scott…' she sent in response, sending to him her waves of uncertainty, 'I've been thinking the same thing since all this happened. The man brought us together…He gave us our lives back…'

'Yet he still betrayed us…' added Scott, for that feeling most certainly wasn't lost on him.

'Yeah…I haven't forgotten that either,' she replied, 'But I can't shake this feeling that there's some greater force at work here…I just don't know what.'

'Well…In any case, we'll find out soon enough…' sent Scott as they both fell silent again and continued to ready their minds for the task at hand.

While Scott and Jean were going through their uncertainties, X23 was also noticeably tense despite her stern demeanor. Like her friends, she didn't like the idea of fighting against the people who made them who they were, for they were the ones that had rescued her from Hydra, taught her how to be a soldier, and helped her accept what she was. But after hearing that Dr. Essex had been behind Prodigy, a deep anger grew within her…For Prodigy was all too similar to the kind of horrors she had to endure with Hydra. Part of her didn't want to believe that he would be so cold as to do such things to innocent kids…But the images that still resonated so strongly in her head could not be negated. It was still an unpleasant feeling…Fighting against the place she had come to see as her 'home' in many ways. But the more she remembered those images…The more determined she grew to uncover the truth.

"Ya gonna be okay kid?" asked Logan, who was sitting right next to her and easily sensed her demeanor, for she wasn't doing as good a job hiding it as she usually did.

"That's not your concern, Logan…" she said in a somewhat mechanical tone, "Just focus on the task at hand…And stop calling me kid!"

Knowing it was probably not a good time, Logan decided against saying anything more. While he couldn't really explain it…He had a strong desire to help this girl that had gone through the same kind of hardships he had endured. And in many ways, it was worse for her…She didn't even have a name. He wasn't sure if it was because they shared the same blood or if it was just some deep, long repressed desire to find some kind of real family out there…But Logan made a promise to himself that he was going to help her and he was intent on seeing it through.

However, lingering issues aside, nobody seemed to be taking this harder than Vincent Freeman. No matter how hard he tried, he just couldn't escape the vivid memories that plagued him from Prodigy. And now that he knew Dr. Essex was behind it all, he wasn't sure what to feel anymore. He had lost so much in his life…His family, his childhood, his name…Pretty much everything that made somebody who they were. And Shadow Cell had given him so much. As a soldier, he found purpose, meaning, and true honor. And even despite Dr. Essex's lies, he wanted to hold onto that…He wanted to hold onto that feeling of being a soldier. He had lost enough in his life…And he most certainly wasn't going to lose that.

With Wanda still by his side, Vincent managed to keep his demeanor. Although, as they drew nearer…He found himself looking down at his bandana that he had always worn into battle. That along with his dog tags that each one of them wore as if it were a part of their body had always held such strong meaning for all of them…Only now, that meaning was in question as the hour of battle drew near.

"We'll get through this…" Wanda told him, placing her hand over his and giving it a gentle squeeze, "We're still soldiers Vince…That much nobody can ever take away from us."

"I know…" conceded Vincent, taking comfort in the warm feeling of her hand on his, "But we're fighting against the very thing that made us who we are. And now that I know about…About Prodigy. I just…God, I don't know how I'm going to do this."

"Yes you do Vincent…" said Wanda, increasing her grip, "Don't say that, because I know…I know you better than anybody. You know what we have to do…And you damn well know why we have to do it…"

"And why is that?" he asked her as he turned to face her with his pained blue eyes.

"Honor…" she said, "Shadow Cell or no Shadow Cell…We're still soldiers. And no matter how hard things get…We still have our honor. Don't ever forget that…"

"Honor…" he repeated, that word resonating so strongly in his weary mind as it brought back memories of the principles Father Michaels and Mr. Kansuke had taught him.

That word seemed to strike a chord with all of Shadow Cell. It was like the missing piece that they needed to fight this coming battle with every fiber of their being. Scott, Jean, X23, Vincent, and Wanda all found themselves repeating that word, drawing so much strength from it and finding a strange sense of peace from it. Such a sight was curious for the rest of the X-men, for they had been wondering what had been driving these five to fight so hard and now they were finally beginning to get an idea of just how strong they were. And it was strength they would all surely need…But as always, it was the past that remained their greatest obstacle.

For Vincent, his past was as vivid as it was morbid. But as a new look of determination fell upon his face, he once again wrapped the bandana that bore the same Japanese symbol that was tattooed on his chest around his head…Feeling ready to fight any force that stood in their way.

"Thanks Wanda…" said Vincent gratefully, still gripping her hand firmly in a show of his deepest thanks.

"Don't thank me yet, Vince…" she said, her heart skipping a beat as she felt his hand entwine with hers, "We still have a mission…And like always, we're going to see it through till the end."

"Till the end…" repeated Vincent, remembering that they were all still soldiers and they would see the mission through no matter what.

"Till the end…" X23 found herself saying as well.

"Till the end…" said Jean, nodding her head in affirmation as she looked back at the friends she had fought and died with on the battlefield so many times before.

"Till the end…" said Scott finally, once again reaffirming the strong, unbreakable unity that they would always share no matter what challenges they had to face or what dangers that stood in their way.

With that said, some of the X-men couldn't help but find themselves a bit more intrigued by these fight powerful soldiers. After having bore the blunt end of their wrath earlier, they saw them as just a bunch of cruel, heartless, drones who had little humanity left within them. Yet in seeing how close they were and how seriously they took their lives as soldiers, it was clear they had more humanity in them than anybody could have imagined. They were still a huge enigma…But they were beginning to get a good idea of just what made these five remarkable mutant soldiers tick.

"Man, talk about serious weirdness…" whispered Bobby to Jubilee and Kitty, "I don't know whether to be freaked out or moved."

"I know…" said Jubilee in agreement as she looked back at the five stoic soldiers, "I had no idea they were so…Driven."

"Well I think it's something to admire," made Kitty, "I mean…They're, like, fighting against their own home and stuff. It would be like us fighting against the Professor and the institute."

"Maybe…But I don't really think the Professor is a good comparison with this Dr. Essex guy," said Bobby, still shuttering from some of the images Nick Fury had shown them concerning the matter, "If you ask me…Something is seriously not right with him."

"No argument here…" said Kitty, "But I guess we'll find out soon enough."

Just then, Ororo began getting a few choppy transmissions back from the Professor. This quickly caught the attention of both teams as they tried to make out what he was saying through the static.

"Professor…Professor, are you still there?" said Ororo, trying to adjust the radio frequency in order to clear up the transmission.

"Ororo…Signal…Weak," she managed to make out, "Some…Interference…Blackout."

"It's no use…I'm losing him," said Ororo as she soon heard nothing but static.

"You're not the only one, luv…" said Betsy as she rubbed both her temples in an effort to contact the Professor via telepathy, "I'm not getting a psychic signal either. Something's in blocking me out."

"That means we're close…" said Jean, who knew just as well as the rest of her comrades that this was going to happen, "Shadow Cell HQ has a powerful dampening field that keeps any and all psychics out while allowing only specially coded signals to pass."

"Well when in the bloody hell were you going to tell us!" exclaimed a very frustrated Betsy.

"It's a super secret base…I assumed it would be common sense," quipped Jean, which didn't do much to placate the purple haired mutant's frustration.

"Either way, at least we're close…" said Warren, not wanting any further animosity to break out between the two teams, "Now it's just a matter of getting by the cloaking field."

"Bad idea bird boy…" said Scott as he abruptly got up from his seat and made his way into the cockpit, "This plane will be scrap metal before you even get close."

Then, without another word, the young mutant soldier grabbed Warren and yanked him out of the pilot's seat with the help of a little energy burst.

"Hey! What the…" he began as he quickly tried to fight back, only to be restrained by Jean's telekinesis while Scott took control of the aircraft, "Hey! Let me go!"

"You bloody nutters!" said Betsy as she too got up from her seat, which had been right next to Warren, "What the hell are you doing!"

"Keeping us all alive…" said Scott kicked in the afterburner and began to descend rapidly, "Just hold onto your asses…This is gonna be a bumpy ride."

"Oh shit…" said Warren as he found himself forced into Scott's previous seat as the others hung on, not knowing what to expect.

Then, as Scott skillfully leveled off the aircraft at a dangerously low 500 feet, a heavy round of turbulence hit the plane. But this didn't seem to affect him all that much, for he actually increased the throttle as he kept one eye on the map and another eye on the darkened area outside, following what little features stood out as they neared the heavily defended base which technically didn't exist.

"Dude! Vhat are you doing?" exclaimed Kurt, suddenly feeling as though his dinner was about to make a comeback, "Are you nuts!"

"Just shut up and hold on!" shot Scott in response, "I know what I'm doing…"

"Oh man…Why did I have to have seconds tonight…" groaned Bobby, who was also beginning to feel a bit nauseous.

Scott ignored their annoying groans as he zeroed in on the perimeter of the cloaking field. But before he got within 50 miles of it…Several alarms began to go off within the jet. Scott continued his current course, but that didn't stop the others from growing ever more anxious about whatever it was he was doing.

"Betsy! What's goin' on!" yelled Logan over the noise.

"I'm getting at least a dozen hard locks from surface to air missiles!" she said, trying to zero in on where each one of the lethal projectiles were coming from.

"A dozen!" exclaimed Logan, "Are you sure!"

"I can count Wolverine!" she shot as Scott began doing a few death defying maneuvers to avoid the incoming missiles, "Or aren't the bloody alarms loud enough for you!"

"The both of you just shut up!" yelled Scott, who was trying to concentrate on the difficult task at hand, "I anticipated this! It's part of Shadow Cell's defense measures!"

"Wonderful…So how do we get around it?" said Warren as the plane was rocked by another round of turbulence.

"Simple…Just…Gotta…Improvise!" said Scott as he began flying even closer to the ground in order to better avoid the incoming missiles.

Having been trained to fly pretty much any aircraft of any kind, Scott knew all too well the difficulties of dodging guided missiles. He had trained for it on numerous occasions and even faced a few situations like this on a few missions in Russia and the Middle East. But these anti-aircraft systems were not shotty, Cold War era hardware…This was the best of the best…The kind of technology that was designed to wipe out anything and everything that flew. But they were still just missiles…And missiles could be avoided if it was just done in the right way.

"Shit! I just picked up four more!" said Betsy as she kept her eyes on the scanner, "Are you bloody trying to get them to fire at us!"

"Actually…Yeah," answered Scott as he continued to maneuver the plane at low altitudes, feeling somewhat surprised at the ease of maneuverability with this plane, which seemed to be on par with an F-32 or a SU-47.

"WHAT!" exclaimed Logan.

"Just trust me…" said Scott, "I know what I'm doing…"

"Yeah, you're obviously tryin' to get us all killed!" yelled Remy, holding on tight for the increasingly heavy shaking.

"Just…Hold on," said Scott in a tone that seemed remarkably calm for a moment like this, "This plane is heavy on stealth, so logically the only missiles that could affectively follow it are heat seekers…And that's exactly what I'm going to use against them."

It wasn't clear just what he meant by that, but nobody had the will, not to mention the capability, to question it. Everybody just held on as Scott continued to perform complex maneuvers that seemed nothing short of suicidal to some. But the young man who was the proud son of a pilot, he remained confident in his skills as he continued steadily kept the jet on course with the base.

"Get ready…Almost there," said Scott as he saw a few familiar parts of the landmass, indicating that they were at or near the cloaking perimeter.

The missiles continued to zero in on the high tech aircraft, but because Scott kept the altitude so low, they were forced to do a standard arc and dive maneuver in order to follow the heat signature of the aircraft. This was something Scott had anticipated and it was a maneuver that he planned to use against them as he began skimming along the boundaries of the cloaking field in preparation for a maneuver that would either kill them all or leave them open to the base.

After a few tense moments, the missiles were now within a mere 50 of the plane…Showing no signs of deviation from their principle target. They were getting closer and closer even though the plane was almost at full throttle…But Scott was ready for this…It was only a matter of timing.

"That's it…That's it," he said, maintaining his full unabated focus on these next crucial moments, "Almost…There."

Finally, he saw his narrow window and finally made his move.

"HOLD ON!" he told everybody.

There was barely enough time to process those words as Scott pulled back hard on the flight controls, causing the whole plane to abruptly fly up at a steep angle. The G-forces that resulted from this nearly caused a few of the others to lose their lunch…But it wasn't over yet.

As Scott had suspected each and every missile that had been fired at them was now fully locked on them and flying in a tight pattern. And with no more strays, he could finally exploit each missile's greatest weakness…Even if it did involve actions that some probably would have labeled as foolhardy.

"Here we go…" said Scott as he then began punching in a few commands.

"Hey! What in the bloody hell are you doing!" exclaimed Betsy.

"What do you think?" he said, not faltering in the slightest, "Those missiles are all heat seekers…And if they can't seek if there's no heat."

"Ugh, I just had to ask…" groaned Betsy as she strapped in and prepared for what was sure to be a turbulent descent.

Finally, the engines went cold and the entire plane went silent as everybody held their breath. There was now no more thrust, and therefore…No more heat signature for the missiles to follow. And as Scott had predicted, as soon as the engines went cold the missiles simply passed harmlessly by them…Continuing their ascent while they began a rocky descent.

"Well…Ya got rid of the missiles, Cyke…But there's just one little problem," made Wolverine as gravity began to do it's thing.

"I know…" said Scott, "And don't worry…We're in good hands. Jean…Wanda…You got it?"

"Just hold on, Scott…" said Jean as she closed her eyes and focused her telekinetic powers on slowing their descent, "In a few moments we'll know…"

"You guys are crazy! You know that!" exclaimed Bobby, now gripping his seat as if it were the meaning of life.

"Just shut up! And let us concentrate!" shot Wanda as she too began to focus her hexing powers to supplement Jean's telekinesis.

Both teams held on tight as Jean and Wanda began to grunt with determination as they pushed their powers to the max in order to keep the heavy, high tech X-jet from falling to the ground like a hailstone. Each moment grew increasingly tense as the ground drew nearer and nearer, but thankfully…Jean and Wanda's powers managed to slow it down. However…As strong as their powers were, they couldn't slow it down fast enough. There just wasn't enough space between the plane and the ground. They continued to push themselves harder…But time was quickly running out.

"Come on Jean…Come on Wanda…You can do it!" encouraged Scott.

"Yeah, just a little bit longer…You've got it!" said Vincent, lending his support as well.

However, X23 seemed to be a bit more realistic as she looked out the window.

"Oh shit…We're still falling too fast!" she said.

"Then we'll just need some added assistance…" said Storm as her eyes turned white and she summoned her weather control powers to aid them in their time of need.

Then suddenly, below the craft a powerful tornado erupted beneath it…Providing a powerful cushion of air to aid in the plane's descent. This also helped steady the aircraft and provided the extra support Jean and Wanda needed to slow them down to a comfortable rate…And not a moment too soon.

While they were still working to slow the descent, the ground finally caught up with them. Even with the aid of Storm, Jean, and Wanda, it was a rough and bumpy landing…But it was a landing they could all walk away from and the X-jet remained intact through the whole ordeal.

As the momentum of the high tech jet hit the ground, the sound of several trees snapping under the force filled once silent night air. A large amount of Earth and dust was kicked up as the friction of the plane and the ground below quickly slowed them to a complete stop. It was a bumpy ride to say the least…But at least everybody to breathe a sigh of relief.

"There…Now that wasn't so bad now, was it?" said Scott as unstrapped his harness.

The rest of the X-men looked at him as if he had just grown a second head, but he didn't seem phased by it and neither did his comrades. They all needed little, if any, recover time. Even though Jean and Wanda had pushed their powers so hard and were still contending with the throbbing headache that often was a result of such action, they still sucked it up like any tough soldier would as they quickly got up from their seats and began filing out of the jet…Ready to face their next challenge.

"You guys coming or what?" said Vincent, who was the last to jump out as the dazed X-men finally began to collect their thoughts.

It was a heart stopping couple of moments for all of them. While they had been in death defying situations before, they never had to contend with a factor like Shadow Cell. They didn't know if they were brave or crazy…But after what they had just so willingly done, it was logical to assume it was probably a combination of the two.

Nevertheless, they were all intact and so was the jet. It was a rather rocky beginning to an already daunting mission…But there was no turning back now. There were still a couple of madmen they had to stop and they still had a friend in great need. For some, it was quicker than others…But pretty soon, the rest of the X-men began to file out.

"Come on! What are you waiting for!" said Mystique, who was the first to get up, "Let's go get my daughter!"

"Ugh…I can't believe I'm saying this, but…You're right Mystique," grumbled Warren, still not feeling completely comfortable with her fighting alongside them, "Come on team…Let's go."

"Right behind you, mien friend!" said Kurt, following his mother closely, finally beginning to accept the fact that she truly was concerned for Rogue even if the others were still skeptical.

"Oh boy…" said Bobby as he had to help Jubilee up out of her seat in order to regain her balance, "Rogue owes us BIG TIME for this."

"Quit yer bellyachin' Iceman!" grunted Logan as they all began making their way through the door, "Ya can worry about that afterwards. But for now…Stay focused."

Taking his advice to heart, everybody gathered alongside Shadow Cell as they new stood at the perimeter of the cloaking field. From the naked eye, all they could see was vast and darkened land. It looked as though there was little more than trees and empty fields…But to the five mutant soldiers of Shadow Cell, this deception did not dissuade them in the slightest. They knew what was behind that cloak…They knew the kind of powers they were up against. And there was little doubt in their minds that this would be their most daunting mission yet.

"So where's dis super secret base y'all says it here in de middle o' nowhere?" asked Gambit as they all stuck close to the five soldiers, who knew the area much better than they did.

"Just give me a minute…" said Wanda as she once again raised her hand and summoned her hexing powers.

Then, out of the darkness, several unseen devices began to spark and malfunction…Causing the very image before them to become wavy and distorted, as if looking through the ripples of a pond. Some took a step back, maintaining a defensive posture…But as soon as Wanda was done getting the regional cloaking devices out of the way…The full image of what they were facing was finally there for them to see.

"Mien Gott…" gasped Kurt as he looked at the image forming before their very eyes.

"THIS is Shadow Cell's base!" exclaimed Mystique.

The facility that was once a top secret military base during the Cold War was truly an imposing sight. All the high tech equipment and elaborate layout made the whole structure look like something out of Sci Fi. There were rows upon rows of strange looking tanks and vehicles, many of which were highly classified weapons meant only for the world of black programs. And there was also the imposing image of a large airstrip that looked big enough to land jumbo jets. Add to that, they also got a look at a few of Shadow Cell's aircraft…Which looked more liked UFOs rather than planes.

It looked like a fortress more than a base…Containing enough firepower and hardware to invade a good sized country. And THIS is what they would have to go through in order to find the truth. This is what they were up against now whether they liked it or not.

"Man…Somethin' tells me it's gonna be a LONG night," said Gambit as he and the others took in the sight of the base they would have to infiltrate in order to find their friend.

"Did you really think this was going to be easy?" made Scott as he stood firm with his comrades at the sight of the only place they could call home in this crazy mixed up world, "This is the battlefield…This is the world we must overcome in order to come out victorious."

"It's no different than any other battlefield when you think about it," added Vincent, "Only difference is we're facing bigger guns, bigger weapons, and more dangerous foes."

"But there's still more at stake here than just survival…" said X23, "The Colonel and Dr. Essex betrayed us…And now all we can do is fight back."

"And fighting back is what soldiers do best…" said Wanda as the sense of raw determination consumed her and her comrades as they were now ready to face their greatest challenge to date, "And if it means we fight to our last breath…So be it."

The time was finally upon them…The moment of truth was once again at hand. The stakes couldn't be higher and the challenges couldn't be greater. But as soldiers…They would not back down…They would fight with every fiber of their being. No matter what the challenge or who the foe…They would fight for their duty…For their honor…And most of all…For each other.

However, before they began, they instinctively gathered in a circle, standing firm as the strong unit they were and taking in this moment.

"Shadow Cell…" said Scott, his tone becoming somewhat more human than soldier, "We have our mission…And it is by far the most daunting we've ever faced. But should we fall in the field of battle…I want you all to know that it has been a privilege fighting with you. And like every challenge we've faced to date…This is still, but another mission. And whether or not this is our last shouldn't matter…Because we are…And always will be…Shadow Cell."

With an affirmative nod, each one of the five mutant soldiers then placed their hands together in the center…Holding onto one another for the strength, guidance, and camaraderie that had so often given them strength. It was a strange sight to the X-men…For it showed them that they were more than just a unit…They were a family. And even in this darkest of hours…They kept with the traditions that would always bind them no matter what the outcome of this battle may bring. And with one final grasp of their kinship and brotherhood…The five mutant soldiers said the words that had always carried them into battle together…Signaling the beginning of their most daunting mission to date.

"Kuwabara…Kuwabara…"

* * *

Unknown to either team, Dr. Essex was well aware of their presence at the base. He was still sequestered in his lab…Looking over his now fully completed machine. Everything was in place…Every last component was ready. Decades of blood, sweat, and tears were finally about to come together. It was sure to be a hell of a battle…But to Dr. Essex, the victory was already his.

His pawns were all playing their parts perfectly. Everything he had scripted was working flawlessly. He was the puppet master…And everybody else were but mere tools of his dream. They could never even begin to fathom the magnitude of his goals…They're simple minds could never hope to appreciate what he was trying to do for the good of the world. His time would finally come…His moment was finally at hand. It was all simply a matter of letting everything fall into place.

"Yes…That's it my children," he mused as he monitored all base activities from his laptop, "Return home…Return to find your precious answers. It is all part of your purpose. At long last…The destiny of all life on Earth shall finally manifest on this most glorious of nights. The time for the final evolution is finally at hand! My dream…My glorious dream…Is finally becoming reality! And all those who oppose it shall be in for a very sinister future."

* * *

AN: The final battle has officially begun! And oh is it going to be a hell of a ride! I hope you all are strapped in for this one because it's going to be big! Everything is finally coming together in this twilight hour of looming destruction. The stakes couldn't be higher and the dangers couldn't be greater! The X-men, the Brotherhood, and Shadow Cell are now all coming to ahead in a battle of epic proportions! Stay tuned to see how it all pans out because you won't want to miss it! In the meantime I beg you all…REVIEW! Send them to me via email or post them on the fanfiction website! Thank you all very much for reading thus far and I wish you all the best!

THE BATTLE HAS BEGUN! REVIEW BEFORE IT CONSUMES YOU!


	40. Clash

**Sinister Soldiers  
Chapter 40: Clash**

****

* * *

In the air over southern Canada not far from the boarder, Magneto's floating fortress known as Asteroid M was still speeding towards upstate New York with an ever increasing level of urgency. The master of magnetism had worked without tire in his quest to locate the man he knew was responsible for the theft of his precious stone and he felt as though he was on the right track now and wanted to show up right at his doorstep in full force…Ready to take him down.

The rest of the Brotherhood was given only brief periods of rest before returning to the training room as Magneto had so explicitly ordered. But exhaustion aside, the four boys were still weary about going up against the five mutant soldiers that had shown themselves to be so ruthless and strong. They didn't know who this Nathanial Essex guy was, but Magneto definitely seemed certain that he was the one who ordered those five to attack them and was intent on paying him a visit in response. While the thought of retaliation was definitely appealing after the sheer humiliation they faced under Shadow Cell's thumb, there were still a few doubts.

And nobody seemed more anxious about this than Pietro…Who was becoming increasingly worried at the prospect of facing his sister again. His father's orders were harsh and cold…Stating that she was beyond saving and officially an adversary to his master plan. But Pietro didn't believe that…Not for a moment. Even though he knew Magneto was a cold, dark son of a bitch…He remembered how Wanda's death affected him. He remembered how standing over her grave had been the last thing to get him to shed a tear…And since then, every ounce of humanity that once existed within him withered away. He may not have wanted to admit it…But Pietro knew the truth. It was only a matter of hoping that the truth would be enough to save whatever was left of his family…Otherwise it may very well go up in flames. The other boys stood by Pietro, offering what support they could. But for the most part, they left him alone since he didn't show much inclination to talk. But while he wouldn't speak of it…They could tell it was probably going to affect him immensely in the coming fight.

In addition to the issue with Pietro, the Brotherhood was also struggling with the sudden betrayal of Mystique…Who had simply picked up and left after having learned that Rogue had been kidnapped. Such actions were not at all acceptable in the eyes of Magneto and now she was officially labeled as a traitor…And they knew what happened to the people who betrayed Magneto. Even though neither of them had been particularly close to Mystique, they still had mixed feelings. After all, this was the woman who brought them together and held them together under one roof. Now she was an enemy…Probably fighting with the X-men now if her daughter's life was on the line. It was yet another matter that seemed to complicate things even further and with the battle drawing nearer with each passing second, the time to overcome such lingering doubts was getting increasingly scant.

"Man, Magneto sure has been grumpy since Mystique went nuts and left…" said Freddy as he, Lance, and Todd now stood in full uniform as they made their way to the central control area.

"Well can you blame him?" said Lance, "Nobody likes to be betrayed. And I sure as hell wouldn't want to betray someone like Magneto."

"Me neither yo," said Todd in agreement, "But…What do you think Magneto's gonna do to her if we find her during this whole mess?"

"I don't know…Punish her I guess," said Lance logically, "And knowing Magneto…He probably won't make it pleasant."

"Yeah, no kidding…" said Freddy in response, "Remember how beaten up she was after she got back from telling him about all this shit? She was practically one giant bruise!"

"Yeah…And this time it's even worse," said Lance in a grim tone, "This time she's gone way over the edge. I mean…She practically abandon us and everything we stand for. Something like that is definitely not going to go unpunished…Especially from Magneto."

"Damn…I'd hate to be Mystique right now," said Todd, stuttering somewhat at the kind of punishment she would face once all was said and done, "Why do you think she did it anyways?"

That earned Todd a slap upside the head from Blob.

"Ow! What was that for yo!" he said, rubbing his head.

"Duh! Rogue is her daughter swamp breath! Even I knew that!" said Freddy, rolling his eyes.

"Oh…Yeah," said Todd, now feeling a bit sheepish.

However, Lance, being that he was still the leader of the group, chose to step in since they couldn't afford to have petty fights when the hour of conflict loomed so close.

"Come on guys, cut it out!" said Lance as the made their way through the last security door, "We have to stay focused here. Magneto says this guy we're going to fight is no pushover so let's try to work as a team for once!"

"Ah cool your jets, Lance…" said Freddy, "We're ready for em this time! There's no way those gun slinging wannabes are gonna surprise us this time!"

"Let's hope so man…" said Lance, "Because something tells me this is going to be one hell of a fight."

As the four boys entered the main control room, the found Magneto still at the central console surrounding the main chamber where he used his magnetic powers to control everything on the base. Pietro was now at the station where Mystique had been before she left, but he didn't look all that optimistic about it. He was still in that trance of his…Probably thinking about his sister. None of the boys commented on it though…For now was definitely not the time.

"You asked for us, boss?" said Lance as they all approached the master of magnetism.

"Yes…" he said in his usual emotionless tone, "I wanted you all to be present once we crossed the boarder into New York in case something came up."

"Hey, sure thing yo," said Todd confidently, "Just tell us the plan and we'll go with it!"

"That's just it, Toad…The plan is still unclear," said Magneto as he brought up a map of the entire state, "Essex could be anywhere, so there's little data to go on in terms of a battle plan. While I suspect he may be working out of some type of military base…That does little to narrow it down since much of New York is littered with old military bases from the Cold War."

"So…What do we do?" asked Blob.

Magneto was silent for a moment as he brought up a few screens…This time of the Xavier Institute. He still had his security programs running that kept track of Xavier even though his focus was on Essex now…But given their involvement in this matter now, it was logical to assume that they may find something he overlooked. And with the recent activity he had recently found, his hunch proved to be right.

"For now, I have let Charles do some of the work for me…" said Magneto as he brought up images of the X-jet taking off from the institute, "And apparently he seems to have found something that I haven't."

"Great! So I guess that means we just follow them, right?" concluded Todd.

"It is not that simple…" he said as his penetrating gaze fell upon the young mutant, "That jet of theirs is difficult, if not impossible, to track. I have no way of knowing where exactly it is heading…But we do have some idea of their path and that's as good a place as any to start."

"So then…What do we do once we find them?" asked Lance.

"That my boy…Shall be revealed once the moment arises," said Magneto ominously, "But rest assured…Wherever this maniac is hiding…There's no place secret enough where I can't find him."

Just then, a small blip appeared on the computer screen Pietro was watching. He may not have been as tech savvy as Mystique, but he knew enough to understand when something significant arose and he wasted no time in informing his father…Knowing it could mean they were that much closer to Wanda.

"Uh…Dad…Magneto…I think you should take a look at this," said Pietro, quickly sparking the attention of the master of magnetism.

"What is it, Pietro?" he asked as everybody crowded around the computer screen.

"I'm…Not exactly sure," said Pietro as he brought up a strange image of static that seemed centered around some area in the middle of nowhere, "This thing was scanning all those old military sites you mentioned…But when it scanned one, all it got in response was static. I tried doing it again, but something's blocking it out."

"Hmm…" said Magneto, who definitely seemed to take this seriously, "Interesting…That only leaves the question of what could possibly be the source of such obstruction."

Magneto only needed a few seconds to think about this one until it dawned on him…And for the first time, a hint of emotion surfaced.

"Of course!" he said, "Pietro, bring that scan back up!"

Pietro, using his super speed, did exactly as he was told and brought up a three dimensional readout of the obstruction…Which seemed to be in an ominous shape that was a dead giveaway in the eyes of the old holocaust survivor.

"I knew it…It's him…It has to be!" he said as a renewed sense of anger consumed him.

"Huh?" said Pietro in a confused tone, "What are you talking about?"

"That obstruction, my son, can only be caused by one thing…A cloaking device," said the master of magnetism in an affirmative tone.

"Cloaking device?" said Lance, "You mean like the one on this base?"

"Exactly…" confirmed Magneto, "And believe it or not…It's the same device…The same technology."

"How do you know that?" asked Toad, once again earning him an annoyed look.

"Because…Essex designed it," he answered, "He helped design many of the high tech components on Asteroid M. And I know his handiwork better than anybody…And this most certainly has his dirty hands all over it!"

Magneto was now in state of full rage as he looked at the highly cloaked area where he knew his enemy had to be dwelling. He could feel it in his bones…He could sense it in the air. This was it…He had found the man responsible for disrupting his most ambitious of plans. It was ironic in many ways since much of his plan was only possible through Essex's work…But Magneto would not allow that one little detail to interfere. He still had a dream…A dream that he was intent on fulfilling and if he had to go against his old ally in order to make it happen…So be it.

"Set a course for the coordinates of the obstruction, Pietro…" said Magneto as he stepped into the main control mechanism, "I think it's about time I pay an old friend of mine a visit."

* * *

Activity in the war room deep in the heart of Shadow Cell HQ was still going as strong as ever under the harsh, blistering demands of the increasingly frustrated Colonel. With each moment that passed, an increasingly severe look of anger, fury, and annoyance dominated his face as he kept barking out order after order to every subordinate now under his thumb…Pushing them every which way to find the five mutant soldiers and take them down.

Much of the staff was beginning to show signs of fatigue, but the Colonel's blistering demands and incessant threats kept them on their toes. The man seemed completely and utterly driven by his all consuming rage. Now, he was focused on nothing more than the complete and utter eradication of those five mutant freaks that had been allowed to walk the Earth for too long. And to make matters worse, there were still the actions of the General to worry about. Even though he was now being kept as prisoner, his orders had already been issued and now Shadow Cell was officially the target of the whole government. It would only be a matter of time now before SHIELD or the military descended upon them to neutralize him and his task…But the Colonel would not allow that. He had waited too long for this opportunity…He had waited to long for a chance to fight against the mutant plague. And even if it meant he would have to go underground for a while…It worth the cost in his mind.

"Updates! Give me updates people!" yelled the Colonel, who continued pacing about his tired and weary subordinates.

"Still no signs, Colonel…" said one of the chief intelligence compilers, "We're not picking up anything in or around the cities."

"Well what about the boarders!" he shot, shifting his attention to the boarder monitoring stations.

"So far…It's still clear," responded the female analyst, who was showing noticeable signs of fatigue along with the rest of her colleagues.

"And still no signs of air traffic change…" said the radar operator, "So it's logical to assume they're still within the state."

"Good…And you damn well better keep it that way!" said the Colonel as he went back to one of the main consoles.

Just then…The door to the war room burst open and a weary, breathless sergeant entered with a single piece of paper in hand. This immediately drew the attention of the Colonel along with much of the tired intelligence team…For anybody who would risk bursting into this room most certainly had to have a good reason.

"Sir…" said the sergeant, still short of breath as he took his poise before the Colonel, "Something's come up! We just got word from perimeter defense that there's been a breach!"

"WHAT!" said the Colonel as he grabbed the paper from the sergeants hands, "FROM WHO!"

"See for yourself sir…" said the sergeant as he turned to face one of the security operators.

Following his lead, the female operator brought up images from the security system around the perimeter of the base. It took a moment to get the right data up since the system was so elaborate…But once they found the necessary port, the images were displayed upon the large plasma display screen for all to see…And naturally, the Colonel was not happy.

"Son of a bitch…" he said in a low, ominous tone full of distaste and anger, "I don't fucking believe it…Those little freaks! How long ago was this footage taken!"

"Less than three minutes ago sir…" answered the sergeant.

The Colonel needed a minute to keep himself from erupting like a volcano. He couldn't believe it…These freaks were here. They were actually going to try and fight back…They were going to try and take him down. All those years of paranoia and suspicion seemed to be vindicated in his twisted mind that very moment. He knew these freaks couldn't be trusted…He knew they had to be planning something against humans. Now he finally had the proof…And it was up to him and him alone to see that ever last mutant was wiped out.

"I don't know how they slipped by…But they came in on some kind of stealth jet that we couldn't keep track of. The air defenses managed to ground them…But we had no idea that…"

"Enough sergeant!" said the Colonel, cutting him off in mid sentence, "I've heard enough…"

A heavy silence fell upon the room as all of the Colonel's subordinate's anxiously awaited for his next move. They didn't know whether or not he was going to unload on them or just plain explode in a rage…Either one seemed equally possible. But for a brief moment, the brash and paranoid man just stood there…His mind simply processing what was going on. To say that he was angry would have been an understatement of epic proportions…But anger aside, it seemed as though he would get what he wanted…A one on one fight with Shadow Cell.

"They've played an unexpected card…" he finally said, breaking his silence, "Not only are they trying to retaliate against me…They've also rallied other mutants to their cause! It's just as I predicted…The mutants of the world are organizing into their own paramilitary force to wipe out all of humanity! And we created the most powerful of them all…We created the soldiers that would be capable of leading them all!"

"Sir…" said the sergeant, not knowing if this man was being serious.

"They used us…They were using us from day one!" he continued, the words of his subordinate not even registering in his brain, "They were using us to make them stronger…They were using us to gain skill and knowledge so they would have everything they needed to mobilize against us! And now it's finally happening!"

There seemed to be no stopping his renegade paranoia. He was drawing his own conclusions…Formulating his own reality. It was an act bordering on the realm of psychosis, yet nobody dared speak…For this was not a man to mess with when it came to such matters.

"You!" he said, pointing back to the main lieutenant that ran the intelligence team, "Call off all searches and bring up a full readout of a 50 square mile radius! The rules have changed now people and as of now, you're all going to be the eyes and ears of the GURSO unit! Now I'm going to be commanding this whole matter from the GURSO control station, but I'll have my eye on each and every one of you! Is that clear!"

As complicated as things had just become and as erratic as the Colonel was acting…The skilled team of officers and analysts had no choice but to follow their orders. Such was the duty of any soldier and patriot.

"Sir, yes sir!"

"Good…Then keep me updated with real time feed!" he said as he began to make his leave, "We're only going to get one chance with these freaks…So let's not screw it up!"

* * *

With the base now in sight the five mutant soldiers of Shadow Cell and the mutant peacekeepers known as the X-men stayed close as they made their way through the trees and the thick bush surrounding the perimeter of the base. Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch took the lead in the advance…Working their way slowly and carefully bearing their full CQC ready stance. With a gun in one hand and a knife in the other, they were ready to take on anything and everything that stood in their way…For behind these impenetrable walls, the truth was waiting for them.

The rest of the X-men followed with a certain sense of weariness, but thanks to training and experience, they kept their guard up in a manner which Shadow Cell couldn't help but find impressive. It remained to be seen whether or not they would be an advantage or a crutch in this fight…But there was no turning back now. The hour was upon them and with each step they took…They drew nearer and nearer to the danger.

"Dis is takin' too long…" said Gambit impatiently, feeling as though they were wasting too much time while Rogue was in danger, "We'll be sittin' ducks if we keep goin' dis slow!"

"As weird as this sounds, I agree," said Mystique in an equally disgruntled tone, "There's no telling what they're doing to Rogue! We have to get in and get her out of there!"

"Both of you just shut up!" grunted Cyclops in a firm, yet purposefully low tone, "You can't charge a place like this. This isn't child's play! This is Shadow Cell! There's no way to win in a direct confrontation with them…Too many of them…Too few of us."

"Therefore…The rules of war dictate that in order to overcome our enemy, we must outthink them," reasoned X23, who, like the others, had memorized pretty much every single rule of war known to man, "We just can't be afraid to use time rather than fighting it."

"And against an enemy like this, you have to be willing to go the distance no matter what the cost," added Mayhem, "It's like we say in the marine corp…He who dares, wins."

"Good enough for me…" said Logan, who knew a bit more about military tactics compared to the others, "Let's just hope this big security system of theirs has holes in it."

"In a system as advanced as this…Doubtful," said the Scarlet Witch, who had an acute knowledge of defense systems and how to destroy them, "The security in this base is so advanced it can practically smell you coming."

"Damn…Guess that means I should have showered," made Bobby, not feeling to optimistic about this whole ordeal.

"But does that mean they could already know of our presence?" asked Warren, taking such knowledge more seriously.

"Hard to say…" replied the Scarlet Witch, "Either they don't know or they're setting a trap for us that we're walking right into."

"Great…" said Betsy in a tone wrought with sarcasm, "So how do we beat something like that?"

"By being as careful and as quiet as possible…" said Cyclops in a voice barely below a whisper, "And besides…It's just a deadly security system. If somebody can build it, somebody can unbuild it. It's that simple…"

Shadow Cell's logic may have been a bit incomprehensible at times…But it made sense in many ways for the X-men as they remained dead silent as they continued to advance. So far, the five mutant soldiers weren't sensing anything amiss despite…Hinting that their presence was still hidden and they still had a window. The only factor was time and if they were to overcome the obstacles before them, they were going to have to use every second they could get.

Along the way, the five soldiers had shot, hexed, or blown apart hidden sensors that lay in their path while also taking great care in avoiding the hidden claymores that riddled the area. The air remained tense with anticipation as they focused every ounce of their training into each moment that came. Finally, as they neared the fringe of the tree line, they were met with a large, imposing steel gate with electrified razor wire at the top. And it was here where it would get interesting.

"Well…I take it they don't have a doorbell," said Bobby as he took in the sight of the imposing defense.

"Yeah…They definitely don't look like they're too fond of visitors," said Kitty in agreement.

"You don't know the half of it…" said Phoenix as she turned back to the X-men.

"So how do we get through without being easy targets?" asked Warren, already working through a few plans in his head.

"Simple…We use some form of cover," answered Cyclops.

"You've got it…" said Ororo as her eyes turned white and she summoned a thick fog over the whole area.

"Hmm…That'll work," said X23, impressed by their use of resources.

"Great…Now we just need an opening," said Logan.

"Actually…We don't even need that," said Cyclops as he turned to Jean and Mayhem, who simply nodded in response, knowing exactly what he was thinking.

Then, under the cover of the fog, Jean telekinetically lifted herself, Cyclops, X23, and Logan over the gate while Kurt teleported Mystique and Hank and Kitty phased Bobby, Jubilee, and Remy through and Warren used flew Betsy over in his arms. Storm was the last to come as she was careful to allow the fog to cover their trail, but once they were all over…The path before them now lay clear.

"Okay guys! Let's move!" said Cyclops, once again taking his full CQC stance along with the others as they began to move more quickly towards the base, "Chances are that it won't be long now before they find out we're here!"

Then suddenly…Just as Cyclops finished those words, a loud, blaring alarm echoed throughout the base and the sound of a massive, mechanized mobilization of both troops and vehicles alike filled the air…Signaling that the time for stealth had officially ended.

"Shit! You just had to jinx it, didn't you Cyke!" grunted Logan as he unsheathed his claws in preparation for the big fight.

"Stay sharp guys!" said Phoenix as she sensed the imposing force standing in their way quickly moving against them, "Looks like GURSO's ready for us!"

"Bring it on!" said Psylocke as she formed a couple of psionic blades.

No sooner had she said those words did several powerful blasts erupt from the fog as the GURSO soldiers began to open fire. They didn't sound like the blasts from normal guns…If anything, they sounded like something out of the Star Wars movies. Each shot was in the form of a powerful, bluish green energy bolt…Each one capable of more destructive force than a small bomb. It was an unexpected show of power in the eyes of the X-men…But all too common to that of Shadow Cell.

"Everybody stay low!" yelled Cyclops as more blasts erupted as more GURSO soldiers opened fire, "One hit from those things will blow the flesh right off your body!"

"Great…And here I was expecting simple bullets," commented Mystique.

"Hey, you didn't really think this was going to be easy, did you?" quipped Phoenix as they leapt out of the way of several incoming blasts.

"Are you kidding?" yelled Mystique over the noises, "Where's the fun in easy?"

With a slight grin at those words, Shadow Cell and the X-men now saw what they would have to go through in order to get into the base. GURSO sure as hell wouldn't make it easy for them…This is what they had been specifically trained for. But firepower or not, they would not keep them from their goals.

"I believe in this instance…Divide and conquer would be our best course of action," said Beast as he did a few mid air cartwheels in order to avoid the incoming blasts.

"Took the words right out of my mouth, Hank!" said Logan, "Come on teams! Let's spread their fire!"

With that order, Phoenix, Angel, Storm, and Mayhem took to the air, rising above the fog and seeing the high tech, high powered defenses guarding the loading dock entrance of the facility. There were dozens upon dozens of GURSO soldiers manning each machine…Yet this was still but a mere fraction of the force and if they were to have any hope of seeing this mission through, they would have to avoid being overwhelmed by the sheer power of the Colonel's most coveted unit.

"Ready to show them a little mayhem guys?" said Mayhem as he noted the position of the gun turrets and the primary and secondary blast cannons.

"Aren't we always?" said Phoenix as she engulfed her body in a powerful flame that drew some of the fire away from the ground.

"UP THERE! SHOOT THEM!" yelled one of the GURSO soldiers who saw this.

"I think not!" yelled Storm as she summoned a powerful thundercloud over the area and began unleashing massive bolts of lightning upon the deadly weapons, causing them to explode in wake of the sheer power of nature.

More high powered turrets and small mobile blasters mounted in the back of jeeps began turning their attention towards the sky as a result of such action, further stretching their rate of fire against their determined foes. However, such actions proved to be their undoing, for it only gave them something to shoot at.

"Time to burn in the flames of the Phoenix!" yelled Phoenix as she unleashed massive waves of fireballs that consumed the unlucky soldiers caught in it's fury, and taking out many of the mobile units.

"Nice shooting Phoenix!" said Mayhem as he took aim at the much larger, much more powerful stationary turrets, "Keep the mobile units at bay! I'll take down the turrets!"

"And I'll cover you by drawing their fire!" yelled Warren as he stayed nimble and mobile in order to avoid the blasts.

"Right! Leave it to me then!" yelled Mayhem as he used his super speed and flight to build up accelerate to the speed of an oncoming freight train.

With the large, stationary turrets the most deadly and dangerous obstacles in their way, it was necessary for them to be destroyed if they were to break through…And Mayhem wasn't about to let something like them stand in his way from confronting the man responsible for taking everything away from him. Through sheer power and force, Mayhem descended upon each turret like a falling meteor with a look of sheer determination on his face as he blew through them with ease…Causing them to explode into a fireball as a result. There were around half a dozen turrets, but each one of them was neutralized as a result of the sheer force brought upon them by Mayhem. And once they were all reduced to scrap metal…The forces on the ground could now more readily advance.

Such actions did not go unnoticed by the Colonel, who was monitoring the whole fight from the GURSO control center located in an area not far from his office. And needless to say, he wasn't too pleased with how his most prized unit was fighting against these mutant freaks. They were resourceful and determined…No doubt about it. He had definitely underestimated their resolve…But with massive force and overwhelming firepower on his side, he knew it was only a matter of time before these monstrosities of nature were destroyed and left to rot as they should have been long ago.

"All GURSO soldiers, abandon garrison protocol omega and begin standard two by two advance on ground forces!" he ordered, "Pin them down and hold them until the rest of the unit can converge! Do NOT let them through! I repeat, do NOT let them through!"

With that order, the once stationary GURSO soldiers began a relentless charge into the fog, bathing the area in a sea of energy blasts. They didn't quite know what they were aiming at and the fog in conjunction with the night was seriously obstructing their viewing equipment…But that didn't stop them from making a fanatical charge upon the still scattered mutants.

With GURSO soldiers now swarming the area, the fight had turned to one of close quarters…Leaving them all vulnerable to CQC. Cyclops, X23, and the Scarlet Witch used such cover to their advantage as they relentlessly tore into the swarm of soldiers without mercy…Blowing them away in a hail of optic blasts, hex bolts, and gunfire. Those that got too close were either nearly decapitated by their knives, impaled by claws, or used as human shields under the sheer skill and prowess of the soldiers they had once been equipped to guard. And now…After years of taunting, torment, and intimidation…Shadow Cell finally had a chance to fight back.

"Come on!" yelled Cyclops as he blew away another GURSO soldier with his optic blasts while knifing another one that got too close, "Is that the best you can do!"

"Bring it on GURSO! We're over here! Come and get us!" yelled the Scarlet Witch, who stuck close to Cyclops and continued to draw their fire towards them so the others wouldn't be overwhelmed.

Such a commotion did as it was intended and drew plenty of angry GURSO soldiers towards their position firing their weapons wildly towards the source of the voices. However, this probably wasn't the smartest action on their part since it gave their position away through the fog, allowing the Scarlet Witch to hex their guns and cause them to explode while giving Cyclops a clear shot with his optic blasts.

"That's it…Come on!" yelled Cyclops, "Over here! Let's go!"

Such action continued to divide and confuse some of the GURSO soldiers, leaving them vulnerable to attacks from the others. And for the X-men, such an advantage was all they needed in order to gain the upper hand.

"Hey guys, come on…You just need to chill!" said Bobby as he froze several GURSO soldiers cold in their tracks.

"Seriously Bobby…You need a new catch phrase," said Jubilee, who was using her fireworks powers to short circuit and neutralize the high tech machinery in the guns and suits of the GURSO soldiers.

"Hey! I don't see you using any!" said Iceman as he formed an ice shield to around them to temporarily keep the incoming blasts at bay.

"That's because I don't need them!" said Jubilee as she used Bobby's ice shield for brief cover before unleashing another barrage into the unwitting anti-mutant soldiers, "I let my powers do the talking for me!"

"Yeah, you should try it sometime Iceman!" said Shadowcat as she phased up from the ground and used her powers to short circuit a couple of GRUSO soldiers who hadn't reacted fast enough, "It works just as well!"

"Hey…You girls have your style…I have mine!" quipped Iceman in response and as fired off a barrage of super sharp ice shards, which rendered the powerful guns useless and even caused a few of them to explode.

Meanwhile, on the far side of the area where Iceman, Jubilee, and Shadowcat were clearing out the charging GURSO soldiers, Beast was taking care of a few sentries that were holding up in a tower that gave them a pretty good view of the battlefield…But few clear shots because of the fog. Through the use of his animal-like skill and agility, he quickly scaled the towers and managed to sneak up on a the deadly guards while their focus was diverted to those who were still in the air.

"Pardon me…" he said as he suddenly reached up from over the edge and grabbed a couple of soldiers before they could react, "Sorry to repeat a rather old cliché, but…Going down."

Then, using gravity as his key weapon, Beast pulled both guards over the edge and allowed them to fall to the ground below. This quickly caught the attention of the other two GURSO soldiers who had been manning the other side of the tower, causing them to turn their weapons away from the main site of the battle and towards the unexpected intruder.

"Huh! You're dead freak!" yelled one of the soldiers as he prepared to fire.

"Freak is such a harsh word…" said Hank as he quickly leaped up into the air, performing a few quick summersaults in order to avoid the blasts, "I prefer Beast, thank you very much…"

Then, as soon as he landed, he swiftly grabbed the heads of the deadly, anti-mutant soldiers and smashed them together and knocking them out cold. And with the sentry towers not an issue, that would make the fight on the ground a bit easier…But it sure wasn't slowing GURSO down as the sudden lack of support fire caused them to fight with increasing fanaticisms…As if they were driven by some unknown force from within to hate all mutants in the utmost.

"DIE YOU STINKIN' MUTIES!" yelled the raging soldiers as they kept firing blindly into the fog.

However, for a couple of the soldiers who were near the towers when Beast neutralized them, their battle cries seemed to work against them as they kept trying to hit the ever mobile Nightcrawler as he neared their position. However, he didn't risk getting too close as he quickly made his move and teleported right behind them.

"Guess who?" he taunted as he leapt onto the back of one of the soldiers and knocked him off his balance before either of them could react.

"ERR! GET OFF ME YOU LITTLE DEMON FREAK!" yelled the angry soldier as he fired his weapon wildly into the air, almost hitting his comrade in the process.

The raging GURSO soldier continued to fight against the presence of the annoying mutant holding onto his back as if he was riding a raging bull. But his brash actions didn't seem to help much as Kurt quickly went to work trying to find some sort of weakness in these high tech suits. However…In the end he didn't have to find one as the raging anti-mutant soldier pretty much did the work for him as he continued to struggle…Trying to punch and pry the nimble mutant off his back and eventually landing his fists upon a high voltage power outlet on the side of the towers, which shorted out his suit in a rather dazzling spectacle of sparks.

This forced Nightcrawler to leap off of the surging GURSO soldier in order to keep himself from being shocked as well…However, this action put him right in the sights of the other heavily armed, mutant hating soldier who had quickly gotten over the surprise of his comrade's mistake and took aim with his gun.

"NOW YOU'RE DEAD KID!" he yelled with his finger on the trigger.

But before he could pull the trigger, the lone gunman was hit by an intense barrage of punches and kicks from behind, effectively sending him to the ground in an unconscious heap. It was a development that had even surprised Kurt…For the one behind this fury of attacks that probably just saved his life was the last person he expected it to be.

"That's for pointing a gun at my son!" spat Mystique as she stood over the unconscious soldier.

Upon hearing those words, Kurt couldn't help but smile. It was strange looking at her not as an enemy for once…But it was a welcome feeling. And hearing her call him her son only made him feel more conflicted, yet comforted at the same time. But now was most certainly not the time to dwell on such things…Nevertheless, the young mutant who had spent most of his life without any blood family managed to show his gratitude.

"Mystique…" he said as she picked up the soldiers oversized, high tech gun.

"What!" she grunted, still running on the adrenaline of combat.

"Thank you…"

Hearing Kurt say that almost made the shape shifter's heart skip a beat and for a moment, her battled hardened expression waned and was replaced by one of maternal concern. It was quite an odd feeling to say the least…But it was comforting nonetheless. She could actually feel it giving her strength…The fact that she was now protecting her son and out to save her daughter actually made her feel whole in a sense. It was a welcome feeling to the once hallow woman who had bore the blunt end of the world's dark side and with Rogue's life on the line, she would need all the strength she could muster to bring her home to safety. And after all the mistakes she had made as a mother…She felt she owed them both as such. And if it meant her life…So be it.

"It's not over yet…" she said, now standing beside him with one of the GURSO guns at the ready, "Now come on…Let's get your sister out of here!"

"Right behind you!" he said.

And with that, Kurt and Mystique began to make their advance towards the facility.

Meanwhile, in an area not far from where Mayhem had destroyed the two main turrets, X23, Wolverine, and Psylocke were fighting off the last line of GURSO soldiers standing between them and the entrance. The fog made gun battles impractical, yet the fantically driven soldiers continued to fire off their weapons at a near frenzied rate. However, this didn't help them much, for it merely gave away their positions and allowed Wolverine and X23 to zero in on their positions and take them down in a mix of CQC and berserker rage. Their claws sliced through their high tech armor like a hot knife through butter, yet more and more kept on coming as GURSO continued to bear down on them like a wave of raging insects.

"Get back!" yelled X23 to Wolverine and Psylocke, "Don't give them a clear shot!"

"Don't need to tell me twice," said Psylock confidently as she ducked behind one of ruined jeeps.

Wolverine was about to follow suit, when suddenly…X23 caught one of the soldiers that had been hiding behind one of the mangled turrets aiming straight at him. And without thinking, she found herself springing into action.

"LOGAN LOOK OUT!"

Then, before the Wolverine could react fast enough, he was shoved out of the way of an oncoming blast that would have hit him directly in the chest…But instead, it impacted X23 right in the gut.

"ARRRRRRRGGGH!" she howled as the sharp pain filled her young body.

"KID!" yelled Wolverine as he carefully took her in his arms and took cover behind one of the defense towers, "Kid! Kid are you…"

"I'm fine…" she grunted, clenching her teeth in agony as the blinding pain seethed through her body, "It wasn't a direct it…Just give me a moment."

Then, much to Logan's surprise, the gaping wound that had shot clear through the young girls body healed up right before his very eyes. While he knew that this girl could heal, he had no idea it was this fast…Then again, she had gone through the bio-mutagenic accelerator, so her healing bordered on the line of instant regeneration.

"Wow…Damn kid," he said as she shook off the impact, impressed by her tolerance for pain.

"Don't call me, Kid…" she grunted, firmly gripping her guns in preparation to shoot the son of a bitch who hit her, "Let's just get past these assholes before we give them another shot!"

"Hey wait!" he said, stopping her before she could begin her rush.

"What!"

"Thank you…"

As much a rage as X23 was in right about now, hearing Logan say that made her feel…Funny. But now was not the time to dwell on such things, for they had a job to do.

"You're welcome…Now come on! Let's get going!"

"Right behind ya kid!"

More reinforcements emerged from the nearby warehouse where some of Shadow Cell's high tech vehicles were stored, but this is where Psylocke came in…Skillfully throwing her psionic blades to disable and mangle the coming vehicles and disorient the converging soldiers. And the more uncoordinated they became…The better their chances were of gaining an opportunity to make use of.

"Come on you bloody sods!" shouted the purple haired mutant into the fog, "Is that the best you can do?"

Her voice quickly drew the fire of two more jeeps, each of which had a high powered, energy gun mounted on the back. However, thanks to her ninja-like reflexes and skill, she was able to avoid them used the point of fire as reference as she formed two more blades and threw them at each of the jeeps, each of which directly hit the engine.

"DOWN!" yelled one of the soldiers as he bailed out from the driver's seat.

However, few soldiers had a chance to react as the volatile fuel in the vehicles began to react to Psylocke's actions and in a deafening bang, the two jeeps exploded into a couple of fireballs…Effectively disorienting the converging reinforcements as they swerved and scrambled in confusion.

Such actions did not go unnoticed by X23, who had been in enough battles to know when a good opportunity arose to make a move and with all her experience to back her up, the young mutant soldier was quick to take advantage of this.

"Err! They're scrambling!" she yelled to both Wolverine and Psylocke, "Quick! Into the warehouse!"

"I see it! I'll cover you!" grunted Wolverine as he tore through a couple more GURSO soldiers and followed the feral teenage girl.

"What! Hey, wait up!" yelled Psylock through the deafening sounds of gunfire as she scrambled to keep up with them, going through three GURSO soldiers in the process.

Along with Psylock…Bobby, Jubilee, and Shadowcat followed them in as well having been close by X23 gave the order. And as they got to the entrance, Mystique and Nightcrawler appeared in a puff of smoke as well, also having seen the narrow window that had presented itself. The rest were left behind to cover their entrance, but with GURSO showing no signs of letting up, they were unable to enter along with them.

Nevertheless, those that had made it in didn't get a lot of time to rest as the sounds of war echoed around them. But now that they were indoors, they were no longer easy targets out in the open and GURSO's advantage in numbers was less a factor. However, as they converged around a couple of unoccupied jeeps and motorcycles, tensions still ran high for all of them.

"Man…These GURSO goons are pretty rough," said Iceman, trying to catch his breath after the sheer rush of what they had just experienced.

"That was just a fraction of their force…" grunted X23, who kept her senses sharp as she led everybody past several large crates and towards the docking areas that would led into the heart of the base, "Right now, GURSO is spread…Probably because they were out looking for us. But now that they know we're here, they're going to converge on us like rats in a Latverian slum."

"Bloody hell…And how long would that take them?" asked Psylocke, not knowing if she wanted to hear the answer.

"It depends…" grunted X23, who kept sniffing the air for any traces of danger, "They could be on us right now for all we know…Which is why we have to keep moving!"

"Jeez…This night just keeps getting better and better," groaned Shadowcat, who was growing increasingly fatigued just like the others.

Just then…Both Wolverine and X23 caught a new scent…One that made them stop cold in their tracks. Immediately, the others followed suit, staying close together and frantically scanning the area.

"What's wrong!" asked Mystique, knowing from experience that something wasn't right here.

Wolverine could only answer her with two words.

"Oh shit…"

Just then, eighteen fully armed GURSO soldiers emerged from the shadows whom had concealed themselves behind crates and jeeps upon sensing their intrusion. In addition, there were a few other soldiers that had been hiding on the catwalks up above and now they had the small group of mutants completely surrounded and in their gun sights.

"End of the line freaks!" taunted one of the soldiers as they all took aim.

Some held their hands up in defeat…Not knowing what to do now that it seemed as though they were done for. There were too few of them and too many guns pointing at them from every direction. The air grew thick with tension…For nothing was standing in their way from blowing them to the next world. The area was too confined to effectively maneuver and the skilled anti-mutant soldiers had been careful not to leave any blind spots. There truly seemed to be no way out.

"Great…Now what do we do?" muttered Mystique as she looked around, trying to see if there was any possible way to escape.

There was a brief silence as the armed GURSO soldiers began to close in on them, but the more they assessed their situation…The more impossible it seemed.

"Ya fight the battles ya can win…" said Wolverine as he withdrew his claws.

Such words were a crushing blow. However…In the eyes X23, this situation was not hopeless…If anything, it was merely a nuisance.

"Battles you can win…" she grunted as she noted the position of each soldier, "Good advice."

Then suddenly…With superhuman reflexes, X23 swiftly tossed one of her guns high into the air…Momentarily distracting GURSO and the X-men for that matter. Then, in a show of unbridled skill and deadliness…She whipped out her other two guns fired two perfectly aimed shots at the two closest GURSO soldiers. Then, before the others could react, her arms swung around in a swift, fluid motion that almost seemed graceful in some respects and fired two more shots up at the catwalk, effectively taking them out as well. And by this time…The guns he had tossed up into the air was falling back towards her and in a near theatric mix of skill, firepower, and speed…The young yet highly skilled soldier began juggling each gun in perfect form, firing off a mantra of shots as her body swung around in a full 360 turn, hitting each GURSO soldier with a single deadly round in the process before they could even get a shot off. And when the last GURSO soldier fell…X23 pulled off one last dazzling gun slinging trick and skillfully placed each of her coveted firearms back in their holsters…Leaving the X-men in a state of unabated shock and awe at what they had just seen.

"Wow…" said Jubilee, her eyes wide with amazement.

"Took the words right out of my mouth, Jubes…" said Iceman.

A strange silence overcame them all as X23 turned back to face them, not showing any real conflict with what she had just done…Almost as if she had done it many times before. Their gazes were awkward and the looks they were giving her nothing short of weird. Even Wolverine and Mystique, two people who had been on the field of battle many times before, were amazed by such a great show of skill.

"What?" said X23, thinking they were just being annoying now, "You said fight the battles you can win. There were eighteen of them…I had more bullets…It was a battle I could win."

As the shock began to wear off, some looked back at Wolverine with an amused expression…Finding what that had just witnessed kind of funny in many ways. He was still a bit dazed by what he just saw, but as it once again dawned on him that they were in the middle of a mission, he managed to shake if off. But that didn't stop some of the others from commenting on it.

"Dude…She is definitely your blood Volverine!" said Kurt with a grin.

"Shut up, elf…" muttered Wolverine, knowing now was not the time.

Just then, the rest of the team from the outside converged with the others after having subdued enough GURSO soldiers to make their way through. Cyclops, Mayhem, Phoenix, and the Scarlet Witch led the rest of the X-men which included Storm, Angel, Gambit, and Beast towards the central area where X23 was waiting for them. Thanks to a little psychic message from Phoenix, she knew they were coming and now that they were inside, they could proceed with the next part of the mission.

"Sorry we're late…Got a little held up back there," said Warren as he flew in and landed besides the others alongside Storm, "So where do we head now? Do you know where they're keeping Rogue?"

"She could be in any number of places," answered Cyclops, "But if I were to guess…I'd say she would either be in the holding areas near the central GURSO quarters or she'd be in Dr. Essex's lab."

"Den what are we waitin' for!" said Gambit, still being driven by his concerns for Rogue, "Let's go get her out!"

"We will…" said Phoenix, "But first we have to…"

Suddenly, she stopped in mid sentence…And before anybody could even begin to process this, her expression shifted. Soon, Psylocke began to sense it too, causing a similar reaction within her. And once again, Wolverine and X23 caught the whiff of many familiar scents…Which quickly gave away just what was going on.

"Phoenix…What's going on!" said Mayhem, holding his guns at the ready along with the Scarlet Witch.

However, before she could answer, the warehouse doors flung open and every other entrance including the one they had come from was swarmed by a fury of GURSO soldiers. Only this time…There were more…A lot more. They all converged around them…Surrounding every possible side and blocking every possible route of escape with overwhelming numbers and force. It had been exactly what Shadow Cell had feared…Being surrounded by GURSO in full force. Only now, they were in a confined area. There was nowhere to scramble…Nowhere to take cover. There were too many of them…And not enough bullets to fight their way out of this one.

There were completely surrounded and outgunned…Leaving no room for escape. And back in the GURSO control center, the Colonel could only grin in triumph as he uttered one simple word that summarized it all, "Gotcha…"

For Shadow Cell and the X-men, it did not look good. They had fought so hard to get in…Only to walk right into a trap. It felt as though this was the end of the line…For there was no way out. They were surrounded…Outnumbered…Outgunned…And had no means of escape.

"Well…" said Mystique, looking around and seeing no possible means of escape, "Now what do we do? How in the hell are we going to get out of this one?"

* * *

AN: I know…I know…Big cliffy. It sure seems bleak for both teams now. It's clear that they both underestimated the Colonel. He may be crazy paranoid…But he sure isn't stupid! Now they're in a trap with no way out…So how are they going to fight their way out of this one? Stay tuned to find out! The action is just beginning to heat up! There's still plenty more to come so stay tuned! And as always, I urge you all to REVIEW! Send your feedback to me via email or post it on the fanfiction website! Thanks a ton for reading anybody and I wish you all the best!

THE PARTY IS JUST GETTING STARTED! REVIEW BEFORE IT GETS TOO INTENSE!


	41. Unexpected Help

**Sinister Soldiers  
Chapter 41: Unexpected Help**

****

* * *

The mutants of the X-men and Shadow Cell were completely surrounded with no possible means of escape. It had been just as they feared…They had walked right into a trap set by the GURSO unit. As strong as they were, they could not overcome a unit so strong in terms of numbers and force. GURSO had always been trained for one thing and one thing only…The eradication of all mutants. And now it seemed as though they would finally get their chance.

"End of the line freaks!" said one of the soldiers as they all zeroed in, ensuring that they left no possible blind spots.

While the X-men held their hands up in a show of defeat, Shadow Cell remained in full CQC poise…Ready to fight to the death as they had been so adamantly trained to do. If this was where they were going to go down…They would go down fighting. But for the X-men, it really did feel as though this could be the end.

"Well guys…It's been fun," said Iceman as he stuck close to the others as they clustered together in the center of the room.

"It's not over yet!" shot Cyclops in response, "As long as we're still breathing, it's not over!"

"Then just how do ya propose we get out o' dis one Mr. Super Soldier?" asked Gambit, who only held a few charged cards in hand against dozens upon dozens of high powered guns.

Then suddenly…As each GURSO soldier eagerly gripped the trigger…A strange feeling hit Phoenix and Psylocke, the two telepaths of the group. Almost immediately, the expressions on their face changed from one of focus to one of shock…For they didn't believe it at first, but as it became clearer…They knew what was about to happen.

"Phoenix…Phoenix are you alright?" asked Scott, sensing her distress through their psychic link.

She remained silent as her mind continued to process what she was sensing. Warren seemed to notice the shift in his girlfriend's demeanor as well, for he knew her well enough to understand when she sensed something he couldn't.

"Betsy…" he began, but neither telepath waited a second longer.

Then suddenly, everybody in the spacious warehouse was thrown off balance a bit by the feeling of a strange shaking sensation…Almost as if it were a mini Earthquake. The sound of subtle, yet clear vibrations began to filter all throughout the building and before either GURSO or the two mutant teams could react…Phoenix yelled out one last word before all hell broke loose.

"DOWN!"

Immediately, everybody hit the floor as a sudden shockwave echoed throughout the area…Shattering the glass and warping the whole structure of the warehouse and the surrounding buildings. The wave almost knocked every GURSO soldier off their feet…Causing many who were up on the catwalks to fall while the others struggled to process what was going on.

Then, back in the GURSO control room with the Colonel, who had also felt that burst just as much as his men got a glimpse at the source of this unexpected force. And the second he saw it…Only two words came to mind.

"Oh shit…"

Outside, descending from the inky blackness of the night sky, Magneto's grand and elaborate base, Asteroid M, made it's presence known with a little welcoming blast courtesy of the master of magnetism. It was an ironic twist that the same cloaking device that Shadow Cell used to keep itself hidden was used against them, giving Magneto and his Brotherhood the full advantage of complete and utter surprise.

And from the main control room where Magneto used his magnetic powers to control each and every component of his advanced, high tech base…He watched the scene unfold below him and prepared to show his old ally just what kind of force he had unleashed.

"You can run, but you cannot hide from me Essex!" proclaimed Magneto as he firmly gripped the consoles that were fed directly with his magnetic powers, "Now I will show you the full power of the master of magnetism!"

Then, with determined focus and concentration, Magneto used his powers and the machines at his disposal to unleash another powerful burst of electromagnetic energy, which helped to further cripple the already damaged structures that the initial blast had caused.

In the warehouse where Shadow Cell and the X-men had been trapped, the full force of the blast nearly brought the whole structure down…Causing a heavy mix of concrete, glass, and steel to descend upon all those who stood below. Many GURSO soldiers were crushed or injured as a result, causing them all to scramble as the whole area seemed to bear the blunt end of Magneto's wrath.

However, thanks to the telekinetic and hexing power of Phoenix and the Scarlet Witch along with a little help from a few ice shields by Iceman…The X-men and Shadow Cell were not harmed by the sudden blast.

"Damn! What's goin' on here!" yelled Wolverine over the noise as the dust began to clear and the extent of the damage was there for all to see.

"See for yourself Wolverine…" said Warren as he and the others looked through the now gaping hole in the ceiling up into the sky.

"By stars and garners…" gasped Beast as he and the others feast their eyes upon Asteroid M for the first time.

"Vhat on Earth is that?" said Kurt, standing in a state of momentary awe along with the others.

For some, the sight was a sudden stroke of luck…But for others, it was quite possibly the last thing they wanted to see. For the Scarlet Witch, she knew who was behind that blast…For only one man had that kind of power at his fingertips and only one man was capable of such destruction. All of Shadow Cell knew what this was…And even though it had just saved them, the stakes had just gotten much higher.

"Magneto…" growled the Scarlet Witch, feeling her powers simmer within as old memories of anguish soon overcame her, bringing forth the unbridled rage that had haunted her for so long.

"Yes…Only he can possibly make an entrance like that," muttered Mystique, who was not too happy at all to see the master of magnetism here, for she knew he was probably quite angry at her.

As more and more GURSO soldiers scrambled back outside, Shadow Cell began making their move, using their CQC and powers to take down the soldiers that still attempted to take them down. But without coordination or organization, each one of them fell. The X-men quickly joined in the fight as well, aiding Shadow Cell as they needed as some of GURSO recovered from the shock and tried to finish the job. Luckily, they were too little too late.

"Come on! This way!" yelled Mayhem as he used his super strength to send a couple of GURSO goons flying like rag dolls.

"Right behind you, Mayhem!" said Cyclops as he unleashed several optic blasts, to punch through the debris.

"Allow me to help, homme…" said Gambit as he began charging a few cards and covering the others as they followed Shadow Cell towards the now mangled entrance to the heart of the base.

However, through all this, the Scarlet Witch lingered for a moment…Looking back at the imposing fortress that was Asteroid M. She knew her father was aboard…She knew he was close. Finally, she could have a chance to face him after everything he did to her and after everything he took from her. She wanted to go after him so badly…She wanted to look him in the eye and make him pay for all his sins…Yet as always, the mission came first. And Mayhem was there to remind her of that.

"Wanda…" he said, his voice briefly shifting from that of Mayhem to that of her best friend who had been there for her during all the difficult times they had faced together, "Wanda come on…Leave him."

Looking back at the friend and comrade that meant so much to her, the Scarlet Witch was once again forced to make a hard choice…The mission or her father. But as she looked into his mesmerizing light blue eyes, she remembered that which was more important.

"You'll get your chance…I know you will," said Mayhem as he took her hand, "But for now…Let's finish the job."

As she took one last look at the imposing base that held the man responsible for so much of her pain…She managed to set aside such feelings for now and focus on the task at hand. Because as much as facing her father meant to her…Her friend and comrades meant a hell of a lot more.

"Right…" she said as she held her gun and knife firmly in hand, "Come on…Let's go!"

And with that, the X-men and Shadow Cell began to make their way into the heart of the base…Not knowing what they were going to encounter next.

* * *

While the two mutant teams were making their way into the vast facility, the Colonel was fuming from his command console…Much of which had been rendered useless by the two blasts from Magneto. His rage reached a new level as he desperately tried to reinitiate control of his unit. He knew that without organization, Shadow Cell and the rest of those freaks would pick them apart. And in his brash, paranoid mind…He knew that this was it…This was the fight that would determine whether or not mutants would overthrow humanity in a bloody usurpation of species domination. And with such thoughts to guide him, the ever shadowy man sought to fight to his last breath to take every last one of them down.

"I can't believe I fell for it…I can't believe I didn't see it coming!" he yelled to himself as he tried to get each command console back up.

None of the systems seemed to be working with the exception of the hard wired security monitors that blared images of the imposing base looming over the area like a vulture. But he still had his radios and he still had his wits…And in his mind, that would be enough to see to it that this would not be humanity's last stand.

"They tricked me…It was all a diversion!" he went on as he reached into one of the many hidden compartments he had installed throughout the places he worked out of and pulled out a fully loaded 9 millimeter, "I should have known they would all be in this together! I should have known this was just a ruse! But I'm not going out like this…I'm not gonna let these freaks wipe out humanity on my watch."

Then, as he prepared to make his leave, he issued what few orders he could via radio, ready and willing to fight to the death as long as he could take as many of these abominations with him.

"All GURSO soldier, converge on the south side! I repeat, converge on the south side! Focus all fire on that giant hunk of rock! Activate all emergency perimeter defense weapons including the experimental disruptors! Take those freaks down! I repeat…TAKE THOSE GOD DAMEND FREAKS DOWN!"

Outside, Asteroid M continued to loom menacingly over the vast base of Shadow Cell. Magneto released wave after wave of magnetic bursts, including several electromagnetic pulses which fried the circuitry in the complex, high tech guns that most of the GURSO soldiers used. Yet still, they fired back with everything they could ranging from anti-air missiles to regular bullets. However, Magneto's shields held up strong and only a few of them managed to make their way through, causing minimal damage.

Yet as more GURSO soldiers converged from all directions, Magneto saw that it was time to make his next move…Not willing to let even an army like GURSO stand in his way of claiming that which was rightfully his.

"Is this the best you can muster, Essex?" yelled Magneto as he opened up a com-link to the lower areas of the base, "Brotherhood…Open fire!"

From down below in the weapons control bay, Avalanche, Blob, Toad, and Quicksilver were all at specialized stations that controlled the many weapons mechanisms for the base. And upon getting their order, they manned their stations in preparation for what was sure to be a hell of a fight.

"You got it boss!" said Pietro as he sat at his station, which looked like something right out of a Star Wars movie, "You heard the man, guys! Let's show these pricks what the Brotherhood is made of!"

"With pleasure!" grinned Blob as full range view screens came up for all of them.

"Hate sound clichéd here guys but…Ready, aim, FIRE!" yelled Lance as the four boys opened up a hail of firepower against the vast unit of anti-mutant soldiers below.

From all around the base, laser turrets and high powered cannons were revealed from hidden compartments. And under the control of the four Brotherhood boys, each of which had a great deal of experience when it came to video game shooters opened fire at the raging forces below.

"Ha ha! Look at em run, yo!" said Todd as he landed several key hits on a couple of GURSO tanks and vehicles with mounted weapons, "Half-life eat your heart out!"

"Don't get cocky, Toad…" said Lance as he focused the firepower he had on some of the surface-to-air missile sights hidden in the trees and mounted on the back of trucks, "Just take care of those vehicles while Freddy and I handle the missiles."

"Don't worry man! I got your back!" said Todd confidently, feeling as though he was in a high tech arcade game with the firepower at his disposal, "Let the hits keep on coming!"

Down below, swarms upon swarms of GURSO soldiers were gathering outside, frantically returning what fire they could against the large, imposing base that was Asteroid M. The magnetic shielding proved difficult, if not impossible to penetrate at times…But the fanatical resilience of the GURSO unit kept them in the fight, using every means at their disposal to fight back.

However, to Magneto they were merely flies standing in the way of a charging rhino. With the weapons at his disposal, he refused to let up in his assault. His old ally may have had some impressive resources at his disposal, but they would not keep him from his ultimate goal for mutant kind. This man had betrayed him…He had turned his back on the destiny of all mutants. And for that, he was determined to make him pay.

"You will not escape my wrath this time, Essex…" he said menacingly as he watched the resistance below escalate via monitors, "You betrayed me…You double-crossed me…And I will make sure you pay for your betrayal! The time is now Essex…And it's finally time you paid the price!"

* * *

With much of the GURSO unit distracted with Magneto, Shadow Cell and the X-men had a good window to work with in their pursuit of Dr. Essex and Rogue. They still encountered a few lingering soldiers along the way…But they were easily taken care of with gunfire, CQC, or a few quick moves from the X-men. They all stayed close and remained vigilant every step of the way, following Shadow Cell as they navigated their way through the elaborate corridors of the high tech base.

Luckily, much of the security in the area had been damaged or rendered unusable by Magneto's attacks, so they managed to make their way past the first two security layers that led into the main ground level area of the base. The lab was still a ways to go and the deeper they got, the more GURSO soldiers they came across. But both teams refused to let that slow them down.

"Stay back!" yelled X23 as she fired off three skilled shots with her guns while using the claws in her feet to take down four GURSO soldiers.

Upon hearing this, several more appeared in the corridor, but this time Psylocke and Gambit took care of it.

"We got dis one!" he said as he threw several charged cards at the charging soldiers before they could get their weapons ready.

"Damn! How many of these blokes are there?" said Psylocke as she finished off the remaining two with a few quick ninja maneuvers coupled with a psionic blade.

"Apparently not enough…" grunted Wolverine as they made their way down another turn, coming across a few more unlucky soldiers that ended up becoming closely acquainted with his claws.

With yet another corridor to cross, the lights suddenly flickered above them…Most likely as a result of another electromagnetic pulse from Magneto. This added an increasing level of urgency to both teams as they remained vigilant for any further surprises.

"How much further to the lab?" asked Beast, who brought up the rear with Nightcrawler and Mystique for any unlucky GURSO goons who tried too sneak up on them.

"It's still a ways…" answered Cyclops, "But that's not where we're heading at the moment."

"What!" exclaimed Mystique, "What do you mean that's not where we're heading! We have to get Rogue out of there!"

"And we will…But before that, we need to make a quick pit stop," said Cyclops as he led them through another security checkpoint that had been rendered useless.

"Pit stop?" said Shadowcat as they approached a door that looked almost like the entrance to a vault, "What do you mean pit stop?"

Then, without saying a word, the X-men got their answer as Mayhem and Cyclops once again used their collective strength powers to knock open the heavy door…Revealing to them a vast and elaborate cache of weapons of every sort. For those not used to such a sight, it was a moment to gasp in amazement at the sheer arsenal that was at their disposal. There was everything from heavy M63 machine guns, to grenade launchers, Nikita remote control missiles, C4, Claymore anti-personnel mines, Uzis, pistols, M-16s, and enough AKs to fight a war in North Korea. It was an impressive sight…But it was one that seemed to offer a strange level of comfort to the five mutant soldiers, who looked as though they felt right at home in a place like this.

"Good God…" gasped Warren as he looked at the vast assortment of weapons.

"What?" said Phoenix as she went through a box of ammunition, "You look as though you've never seen a room full of guns before."

That earned her and the rest of Shadow Cell a rather bewildered glance, but it didn't seem to faze them in the slightest as they continued to sift through the vast arsenal, stocking up on clips of ammo for their guns, a couple of AK-47s and XM16E1s, and a few frag grenades. It was a bit unnerving to be in a room with so much deadly firepower, but for some, it was certainly a bit easier than others.

"Now THIS is more like it," said Mystique with a grin as she went through one of the boxes and picked up a somewhat oddly shaped gun, "Is this a real Patriot?"

"Yep," said X23 as she picked up a couple of Scorpion semi-automatics, "One of the few on the face of the planet."

"And for good reason…" said the shape shifter as she held it in a battle ready stance, "I've only seen pictures of this thing and I've used more firearms than the German army."

"Well we'll need all the firepower we can get for the next round of security," said Vincent, who had in his hand a heavy, yet deadly M63 machine gun that was perfect for his level of strength.

With that thought in mind, the Scarlet Witch grabbed a couple of loaded Uzis and tossed them to Iceman, Jubilee, Shadowcat, Nightcrawler, and Angel.

"You kiddies know how to work one of these things?" she asked them as she hitched a couple of AK-47s over her back.

"Are you crazy!" exclaimed Angel, "We've never used guns before!"

"Yeah, we're peacekeepers! Not soldiers!" said Bobby rejecting the Uzi that the Scarlet Witch tried to hand her.

Upon hearing that, the five mutant soldiers merely rolled their eyes in exasperation. They couldn't understand how they expected to take down a heavily armed team of soldiers without weapons. It was like going into the thick of battle naked. But if that's they way they wanted to do it…So be it.

"How you guys have managed to stay alive this long is beyond me," commented Phoenix as she held a couple of AK-47s at the ready.

"Well you must understand…" said Storm, also rejecting the use of guns even in a situation like this, "We don't fight wars…We prevent them."

"That's what we do too…" said Mayhem as he held the heavy M63 as if it were as light as a feather, "It's like our boot camp sergeants always told us…If you want peace, prepare for war."

"Sometimes it takes a gun to stop a bomb and a bomb to stop a war that could potentially kill millions…" added Cyclops with an Uzi in one hand and a Scorpion in the other, "Being the one to pull the trigger is not for the faint of heart…But we take what we do very seriously and if you guys are going to have any hope of beating GURSO and getting your friend out of this, you're going to have to go the distance."

"For Rogue…Gambit's willin' to do just dat," said Gambit as he picked up an M1911A1 handgun with a couple of clips of ammo and while he didn't like the idea of having to use something like this…He was willing to do what he had to in order to save Rogue.

"Wish I could say the same…" said Iceman, finding the Uzi a bit awkward to handle, "These things are a lot heavier than video games make them out to be."

"Well I hate to break it to ya, bub…But this ain't no game," said Wolverine as he picked up a couple of Scorpion sub-machine guns and a bag of what looked like advanced caliber C4, "There ain't a reset button to push, so stay sharp…Stay focused…And stick together!"

"Easy for you to say…" said Shadowcat, still not feeling right holding an Uzi.

"Yeah, I've never held a gun before in my life," said Jubilee as she wearily held the gun with both hands.

"Hey, first time for everything, luv," said Psylocke, who as a trained ninja, was a bit more willing to hold a gun than the others.

As much as Wolverine hated seeing the kids with guns, he knew as well as the others that they needed them in order to get through this. And as a man who fought in World War II, he was every bit as willing to fight in such battles again if it would protect those he vowed to look after.

There was still plenty of tension to go around, but anxiousness aside, they were all finally equipped and ready to go head to head with what was sure to be the stiffest resistance from GURSO.

"Okay guys…Let's move out!" ordered Cyclops.

"Right!" said Mayhem, "The rest of you, stay close. The next security levels are probably going to be some of the most heavily guarded."

"Then let's not keep them waiting!" said the Scarlet Witch with two AK-47s fully loaded and ready to fire.

"Great…You first though," said Iceman, feeling as though this kind of stuff was not what the X-men had trained for.

As they all filed out with Cyclops, Phoenix, Mayhem, and the Scarlet Witch out in front, X23 lingered a bit so she could retrieve one last little memento from this room…Her sniper rifle. It was a gun she made herself from the stock all the way to the barrel. She had carried it into many battles and had taken down many enemies with this gun and if this was to be Shadow Cell's greatest battle, she didn't want to go on without it.

"A sniper rifle in a place like this, kid?" commented Wolverine upon seeing her grab the modified M1 and hitching it on her back, "Do ya really think somethin' like that is necessary in a confined place like this?"

"Hey, it's more of a good luck charm to me," said X23 as she followed him out, feeling odd, yet comforted that she was fighting alongside the man whose blood flowed through her veins, "I can't tell you how many jams this baby has gotten me out of."

"Damn kid…You are a soldier," grinned Wolverine, sounding as though he had just heard a trace of himself in her tone.

X23 simply smiled and responded with the first words that came to mind…Words that ironically told just how much alike she and Wolverine were on so many levels.

"You know it bub…"

With guns and firepower to spare, Shadow Cell and the X-men stood ready to storm the next security barrier…Which was the last real barrier that led to the heart of Shadow Cell. There was still an occasional rumble along with a flickering of the lights, hinting that that battle with Asteroid M outside was still going on strong. Hopefully, it would spread GURSO out enough so they didn't overwhelm them…But given their numbers and their fanatic loyalty to whatever task they were assigned to, it was safe to assume that there were still plenty of reserves to boot.

They air grew thick with tension as they approached the final security door, which looked more like an air-lock or a vault door than anything else. It was designed to be ultra secure even from mutants…But with a combined blast from all of them, there was little chance it would slow them down.

"Okay guys…We're going to need to work together with this one," said Cyclops, "On the other side of this door are the main GURSO patrol. They specialize in fighting in enclosed areas, so they won't the pushovers the others were on the way in. The key is simply getting off the first shot before they have a chance to return fire. Just follow our lead, cover us from behind, and we'll get through. Understood?"

"Do we even have a choice?" muttered Psylocke.

"I'll take that as a yes…" said Cyclops in response, "Now get ready…The real party's just beginning."

Cyclops then energized his whole body, engulfing it in a bright ruby red glow. And while he powered up, Phoenix and the Scarlet Witch began putting on as much force as they could in an effort to make the seal go down easier. Mayhem was also ready, simply preparing for the moment so they could all concentrate their force at once…Given them the greatest element of surprise.

"Okay guys…Ready to face the mayhem?" he said as he turned back towards the X-men.

"Nice pun, homme…" grinned Remy as he charged up a few cards to help.

"Right…Absolutely hilarious," said Psylocke as she prepared a couple of psionic blades to shoot at the imposing door.

However, Mayhem ignored their remarks as Cyclops looked fully charged with all his energy now focused in his eyes while he was just preparing to give the final kick to make their entrance.

"So how many are there?" asked Wolverine as he held his Scorpions at the ready.

"With all due respect Wolverine…You don't want to know," said Phoenix, who could sense just how many psychic traces there were behind this seal.

"Sounds like fun…" said Mystique, who stood in front of her son with a Patriot in hand, ready to blast her way through whomever she had to in order to get to her daughter.

Finally, with a bright burst of energy from Cyclops, aided by the psionic powers of Psylocke, the kinetic charging powers of Gambit, and event the fireworks powers of Jubilee…The heavily reinforced door was hit with a force that no barrier could stand up to. And as it crumbled…Mayhem gave it one final kick, breaking the seal and opening the path to the depths of the base. But as soon as the seal was broken…They were met with a fairly stiff greeting.

"They're here! They're here!" yelled one of the GURSO soldiers from down the corridor.

Then, as Cyclops, Phoenix, Mayhem, and the Scarlet Witch led the team down the hall with X23, Wolverine, and Mystique close behind with Beast, Storm, Shadowcat, Nightcrawler, Iceman, and Jubilee brining up the rear…All hell broke loose once again. Only this time, the element of surprise didn't lay with GURSO.

"You guys have had this coming a long time…" said Cyclops as he made the first move by tossing a frag grenade down the hall where many of the GURSO guards were converging near.

"GRENADE!" one of them yelled…However, it was too late.

Once the grenade exploded, the four front runners of the team opened fire with Mayhem covering the area with high caliber fire with his M63 while Phoenix, Cyclops, and the Scarlet Witch covered him with support fire from those who tried to conceal themselves.

"HRRRRRRRRAHHHHHHHHHHHH!" yelled Mayhem as he unloaded a seemingly endless wave of rounds into the crowd of GURSO soldiers.

"Come on people! Let's move!" yelled Cyclops over the noise as more and more gunfire enveloped the area from both sides.

As they made their way down the corridor, they entered an open area in the center which acted as a convergence for each pathway leading throughout the base. And because this was the area most officials passed through in order to get to most every section of the base, it was one of the most heavily guarded.

GURSO soldiers took cover anywhere they could find, returning what fire they could as they were quickly pushed back. However, each one of them had been trained to hold their ground and act independently as well as a team, so it was pretty easy to miss a few of them as both teams stormed the central area.

"Damn it! Which way now!" yelled Mystique as she unloaded a wave of round via her Patriot into one of the corridors facing their flank.

"We need to head down the south corridor!" answered Mayhem over the noise, "That's where the holding cells are!"

"Is dat where they're keepin' Rogue!" shouted Gambit as he threw wave upon wave of charged cards into the crowd, supplementing it with some fire from his sidearm.

"I don't know…It's possible!" said Phoenix as she bathed one of the north entrances with automatic fire in an effort to flush out a couple of the concealed guards.

"Well we won't know until we find out!" said Storm, using her powers to obstruct some of the GURSO soldiers' movements, making them easy targets.

Just then, a small cluster of GURSO soldiers that had concealed themselves behind a couple of security desks snuck up on the advancing team from the rear, but unfortunately they weren't able to keep the element of surprise long enough for Psylocke and Angel to see them.

"Iceman! Look out!" yelled Angel as he stuck close to his girlfriend while she threw several psionic blades at a couple of resilient soldiers that tried to charge them.

Upon seeing the nearly half dozen guards sneaking up behind them, Iceman panicked and began to frantically fire his Uzi.

"Oh shit!" he exclaimed as he felt the unexpected recoil of the gun, nearly throwing him off balance and causing him to knock over Jubilee in the process.

His wild shots all missed…But now both he and Jubilee were sitting ducks for the six anti-mutant soldiers as they closed in on them and prepared to fire their weapons.

"End of the line you little freaks!" said one of the soldiers.

"Iceman, Jubilee…MOVE!" yelled Shadowcat as she dropped her gun and lunged forth, grabbing them both and narrowly phasing them through the burst of energy rounds that were aimed right at them.

Upon seeing this, Phoenix turned back towards the rear and unloaded the last of her AK-47 magazine into the six soldiers, supplementing it with a pyrokinetic fireball to ensure that they didn't get back up and cause any more problems.

She quickly made her way over towards them as Iceman and Jubilee helped Shadowcat get up, who looked a little drained after phasing through that energy beam since it was specifically designed to kill mutants. And as soon as the last few rear guards were taken down by Phoenix, Shadowcat managed to regain her composure.

"Are you okay, Kitty?" asked Jubilee.

"Ugh…I've been better," said Shadowcat as she rubbed her now throbbing head, "I don't know what that thing was, but phasing through it sure took a lot."

"Well consider yourself lucky…" said Phoenix, "That think could probably blow a hole through tank armor, so don't try to phase through it again or you'll come out extra crispy."

"Thanks for the info…" muttered Iceman, who was growing a bit annoyed with the constant grim analysis from the five mutant soldiers.

"Thanks for covering the rear…" she quipped in response with a hint of sarcasm, "Why don't you just leave the killing to us?"

"Works for me…" said Jubilee, still staying close to her friend as they followed Phoenix back towards the others.

Near the south corridor entrance, everybody was once again converging as the resistance from the GURSO unit finally began to thin out. After running out of ammo in the M63 and the AK-47s, the team ditched the guns and switched back to their side arms as they covered one another through the advance. And even though many of the X-men hadn't used any firearms at all, they held up quite well in the eyes of Shadow Cell and couldn't help but be impressed at their resilience.

As Beast, Storm, and Wolverine all led the kids up towards the entrance while Phoenix finished off the resistance, Nightcrawler made his move as well by teleporting Psylocke and Angel over towards them since they got held up back near one of the corners. And once everybody was in place, they were ready to move on.

"Okay guys! Let's keep moving!" ordered Cyclops as he fired a few quick optic blasts to slow down a few of the remaining GURSO soldiers.

"We can't! There's still too many of them!" yelled Mystique as she used the many skills she had gained during her time as an international mercenary to hold the charging soldiers at bay.

"Yeah, they'll box us in if we don't clear em out!" shouted Logan as he finished the last few clips of his Scorpion.

"Then we'll just have to move faster!" said Mayhem in response as he used his super speed to weed out a couple more hidden soldiers, "If we don't they'll send reinforcements!"

"Then vhat are ve vaiting for!" exclaimed Kurt as the noise from the melee continued to intensify, "Let's go get mien sister out of there!"

"Right! X, Wolverine, Mystique…Cover us!" yelled Phoenix, "We have to break another security door!"

"We got ya, Phoenix!" said X23 in response as she impaled a couple of unlucky GURSO soldiers with her claws, "Just hurry the fuck up!"

In seeing this, Mystique was forced to suppress a grin as she turned towards Wolverine, who was on his last clip of ammo with the Scorpion.

"Like father like daughter, Logan?" she made as she managed a few more well placed shots that flushed out a couple more determined GURSO soldiers.

"Shut up…" grunted Wolverine as he tossed aside his guns and drew his claws, "Now definitely ain't the time!"

While her words definitely had some meaning to them, the heat of combat overshadowed any such thoughts for the time being. Although secretly…Both Logan and X23 hoped to give such things a little thought…But first they had a mission to get through.

Over with the seal, Cyclops and Mayhem once again used their collective strength to break the seal. Like the last door, it took a little help from Phoenix, Psylocke, Gambit, and the Scarlet Witch, but once it was down, they were finally ready to move in towards the secure areas where the Colonel and Dr. Essex could very well be dwelling. And while it was unclear whether or not they were stepping into yet another trap by either of them…That didn't stop them from pressing forward.

"Come on guys! Let's go! Let's go!" yelled Angel as he followed the others down the elaborate halls towards the holding cells.

"We're right behind ya bird boy!" responded Wolverine over the noise as he sliced through a couple more GURSO soldiers that tried to ambush them, "Just keep moving!"

"Well hurry up! We gotta get Rogue outta here!" yelled Gambit, not letting something as mundane as a vast anti-mutant army stand in his way from saving Rogue.

As the rest of the teams converged over the now broken seal, Cyclops and Phoenix took the lead with Cyclops clearing the path of lingering GURSO soldiers with optic blasts while Phoenix focused on using her telepathic powers to locate any minds up ahead including this Rogue girl. Psylocke did the same, but neither of them were getting much from the still heavily shielded base structure. But the deeper they went, the weaker that shielding seemed to get.

As they made their way down several more darkened areas where the power had failed, another large tremor shook the structure around them. Such tremors were growing more intense with each passing moment and it was likely that whatever was going on outside was the cause of it.

"Damn! What the hell is goin' on out there?" grunted Wolverine as the tremor nearly shook him off his balance.

"It's Magneto…He must really be going all out with that base of his," said Mystique, who knew all too well the armaments that Asteroid M was capable of.

"Do you think it's strong enough to keep GURSO distracted?" asked Warren as they finally arrived at an area where the power hadn't gone out.

"For now…" answered Cyclops, who knew the security system to the base very well, "But don't rule out there being a few 'surprises' that the system has. Remember, this place was designed to hold and control mutants…And that includes from the outside as well."

"Well even if they do have a means of bringing down such a sizable fortress of force, we can only hope that we succeed fast enough before one side overwhelms the other," said Beast as he watched the rear of the group as they continued to advance.

"Or before we're crushed in the rubble, whichever comes first…" added Mayhem.

"Yeesh, you guys are pretty pessimistic, you know that?" commented Kitty.

Just then, Phoenix stopped in mid stride, causing much of the team to stop as well as they neared the holding area. Her constant telepathic searching seemed to finally pay off and at last, she got mental signature she recognized. It was good news in many ways, but at the same time, the ability for her telepathic powers to break through the shielding that dominated the base was further sign that the structure was crumbling in wake of the intense battle and if they were to avoid being crushed, they would have to hurry.

"Phoenix! What is it?" asked Cyclops, knowing from the sudden change in her demeanor that she sensed something.

"I…I got reading!" she said, looking down in the direction of the holding cells.

"Is it Rogue?" asked Mystique anxiously.

"No…It's the General! He's in one of the cells!" she said with a sense of greater urgency.

"But what about Rogue!" yelled Gambit, growing impatient with this incessant search.

"We'll find her…But for now, we need to take care of this first," said Mayhem as he and the rest of Shadow Cell were now at the front of the group, "We owe the man as much…And maybe he can give us some answers."

The X-men didn't seem too thrilled about diverting from their mission to save Rogue, but this was something of too great an importance for Shadow Cell to ignore. Even though they were fighting against the organization that created them…They were still soldiers and they still had a duty to certain people who had helped them become who they are.

"Come on! This way!" said Phoenix as she and her comrades held their weapons in full CQC stride and made their way down the hall towards what was probably the only person on the face of the planet they could still trust.

The cells weren't very far and the tremors weren't getting any less severe. However, even with the big battle going on outside and all the mayhem that had been caused inside, there were still GURSO soldiers lingering about, trying to fulfill the commands of the Colonel. However, as admirable as their loyalty was, it didn't do much for them as they tried to ambush the two mutant teams only to meet with a quick and decisive death.

"Mien Gott, there's no end to these guys!" said Nightcrawler as they were once again forced to slow down as a result of an ambush from a few guards just outside the cell areas.

"That's the Colonel for you…Always over the top when it comes to force," commented the Scarlet Witch.

"Sounds like Magneto…" grunted Mystique as she fired several more round from her Patriot into a few guards that Shadow Cell had missed.

"I wouldn't argue that," she replied, rather impressed with the shape shifter's skills since they were noticeably advanced in comparison to the others.

"We'll handle him soon enough…" said Mayhem as he punched down the final door in their way, "But for now…First things first."

As they entered the dimly lit prison area, the Cyclops and Phoenix took down the last few guards that were standing by one of the cells. Each one looked somewhat dingy compared to the rest of the base…But part of the reason for that was because this was an area that they never had to use. As a unit, they had always been loyal and obedient enough to avoid such reprisal.

But now…Everything was different. And for all they knew, the General was in on this as well. But in their hearts, they knew the man well enough to know what he was capable. He was one of the few honorable officers they had the privilege of serving and they always looked up to and respected him in the utmost not just as a superior…But as a role model. And even though their targets were the Colonel and Dr. Essex, their soldier instincts would not allow them to pass this by…They owed the General that much.

"Shadow Cell? Is that you?" yelled the General, who had heard the commotion and was now on his feet in the dingy, poorly kempt cell.

"We're coming sir!" yelled Cyclops as he and his comrades fired off a few more shots, effectively taking down the last of the GURSO guards standing in their way.

With the sound of a few more shots, the General took a step back, not knowing what to expect. Everything had fallen apart so fast for him and the world he helped build was crumbling before his very eyes. Nevertheless…He kept his head level as any good General should.

With the last guard out of the way, Mayhem wasted no time in ripping the heavy steel door from it's hinges. And as soon as they saw the General standing in the dim light, the five mutant soldiers put away their guns and knives and stood respectfully in his presence as the soldiers they were. For even in times of conflict…They were still bound by their duty and their honor.

"General…" said Cyclops as he and the rest of Shadow Cell now stood before their superior, "Are you okay sir?"

"Yes…I'm fine, Cyclops," assured the General as he felt a wave of relief overcome him as he took in the sight of what he considered his most proud accomplishment as an officer, "Who are they?"

Looking back at the X-men, who simply watched with a certain level of intrigue over how Shadow Cell was acting now that they were in the presence of this man, the General was growing all the more concerned over just how much this situation had devolved. He was still in the dark about many things…But he knew his subordinates well enough to understand just how serious this was.

"These are the X-men, sir," answered Phoenix dutifully, "They helped us fight our way in and we're helping them save one of their own that Dr. Essex took hostage…"

"Dr. Essex?" said the General with a certain level of intrigue, "He's a part of this too?"

"Affirmative sir," answered Mayhem, "At least…We think so."

Then, as the General's mind took a moment to process that…A few things finally dawned on him that finally began to put it all into perspective.

"I see…" he said as he rubbed his sore head, "Now things are finally starting to make a little sense…"

"Sir?" said X23 curiously, "What are you talking about?"

The General simply sighed as he looked back at the soldiers he had seen grow so much. As a man who had made a few mistakes in the course of his life, he couldn't help but feel grateful for having had the chance to be a part of this organization…Working with the greatest soldiers of this generation. But now that it was all falling apart around them, he knew there was nothing left to hold onto but the truth…And these brave souls deserved as much.

"I guess I shouldn't be surprised…" he mused as he began pacing somewhat, "Dr. Essex was never the most social person in the world. Maybe it's my fault all this is happening…Maybe I could have seen the signs sooner if I just hadn't been so naïve."

"Sir…What do you…" began Cyclops, but the General was quick to cut him off.

"I failed you Shadow Cell…" he said in a solemn tone, "I was your superior…I was your general…And I failed you. You did your duties…I didn't do mine. And part of the strength of every officer is the integrity of his character and how that reflects upon the soldiers he commands…"

The General's cryptic words weren't giving them any answers and some of the X-men were starting to get impatient.

"Look, I hate to break up this little reunion here…" said Wolverine, "But could somebody tell me what the fuck is going on here?"

Looking back at the feral mutant, the General almost chuckled, for he knew only one person could speak in such a manner. He may not have gotten around nearly as much as other officers with cleaner records…But he knew enough about the secrets of this world to understand how things truly work.

"The original Weapon X…" he said with a near grin, "This whole thing really is on a level all it's own…"

"Sir…How did this happen?" asked the Scarlet Witch, feeling just as desperate as her comrades for some answers, "Why did the Colonel throw you in here? Why is he now in command? And what about Dr. Essex and Magnum?"

The General merely sighed, for what he suspected was probably not going to be easy for them to take. Yet as their officer…He would not skimp on his duty. And even if it meant his life…His honor and personal loyalty came first.

"The world is a maze of lies, Shadow Cell…" he told them as he hung his head low, "I've been in this game long enough to know how things work and I've seen enough in the course of my career to recognize the signs."

"Signs?" said Phoenix curiously, "What signs?"

"The signs of something so much grander than any of us could possibly imagine. Just look at it…The Colonel's deception…The liquidation of the unit…And now these actions of Dr. Essex…It's all becoming clear."

"What!" said X23, only growing more confused, "Clear? Everything's a mess, sir!"

"That's because you all are trying to find the truth…" replied the General, now speaking from the years of experience he had amassed before many of them were even born, "You are all here in pursuit of answers…But in order to find the answers you want, you have to ask the right questions."

"The right questions?" said Cyclops, not quite understanding what he meant by that.

"Yes…You see, you five probably know better than most people how the world operates. You know that lies are ubiquitous…Lies are the key to control, stability, and peace. And whenever one person or a group tries to uncover the truth…Conflict usually breaks out because one side is determined to overcome the other…Truth versus lies so to speak. And time and time again…It's the lies that win over because the seekers of truth aren't looking in the right places or asking the right questions."

"So then…Where is the truth?" asked Mayhem, who was beginning to see what he was getting at.

"It's hidden in the lies…" he answered ominously, "I see that now…And after having been imprisoned here by the Colonel because I tried to stop him…I had a lot of time to think. And the more I thought about it, the more suspicious it seemed."

"Suspicious? Suspicious how?" asked the Scarlet Witch.

"Think about it Shadow Cell…Look at the pieces of the puzzle…The Colonel, GURSO, the ambush, and now Dr. Essex. Look beyond what they did and look closer at how and why they did it. What purpose could it serve? What reasons could there be for this?"

The five mutants of Shadow Cell began to consider that, but it still didn't make sense to them given the limited view they had been allowed on the world. For so long now, their lives had been so strongly regulated and it was hard for them to think outside the box in certain areas and the General seemed to know this.

"Everything that's happened…Everything that's transpired…It's too perfect. And now that I know Dr. Essex has a hand in it, I'm beginning to get an idea of just what it is."

"And what exactly is it that you see, sir?" asked Cyclops.

"Something big…" answered the General cryptically, "Something very big. The laws of nature state that every action has a cause and effect…It's only a matter of finding the causes that lead to the effects. And in this instance, I think the effects are clear…It's the causes that are the problem. There's more to this than meets the eye…Plenty more. This isn't some betrayal like you all probably think it is…It all feels too scripted."

"Scripted?" said Cyclops, "You mean like…Some kind of plan or game?"

"Exactly…And we're the pawns. It's only a matter of finding the players that are the controlling factor. Part of me still thinks it's the Colonel…But after hearing what you told me about Dr. Essex, I'm beginning to think he may be just as much a pawn as we are."

"Dr. Essex?" said Phoenix, still finding it hard to accept the fact that one of their most trusted mentors was behind something like this, "Why him?"

"Because you only know certain sides of the man…There are only certain sides of him that you've been allowed to see. And many of these aspects are things I chose to turn a blind eye to because I was just too intent on rebuilding my career…I was just too enthralled with the notion of working on a program like that of my father. I placed too much trust in him because he kept delivering time and time again. I knew that man had a lot of blood on his hands…But I ignored it."

"So…You knew about him and Prodigy," said Mayhem in a grim tone, "You knew about what he did to all those kids…"

The General's expression once again went solemn as he bowed his head low in shame for what he should have seen coming sooner.

"Yes…But I chose to ignore it…I chose to look past it…"

"Well did you know that I was one of those kids?" said Mayhem, his tone remaining grim and firm, even in the face of his superior, "Did you know that I was one of those innocent children that suffered?"

The General simply turned around in response and placed a hand on Vincent Freeman's shoulder…Showing that he was genuinely sorry for what was happening and what he had allowed to go on.

"No…That one, Dr. Essex kept from me…" he said, looking back into the pained eyes of the young man who had given so much for his country and his honor, "I know I have no excuses…I know I should have done something. But now…I think I'm finally willing to make up for my mistakes."

Looking back at the sincere expression in the General's face, Mayhem knew he was telling the truth. He along with the others knew that this man, for all his faults, was not a liar. He had taught them to be proud, compassionate, patriotic, and honorable…And now he was their only source of guidance in their darkest hour and he refused to let them down.

"What are our orders, sir…" said Cyclops, finally breaking the silence as he and the others now stood proud, firm, and determined as they had been trained to do for so long.

The General once again felt his heart swell with pride as he looked back at the five mutant soldiers that had done so much for their world. Now more than ever…He was certain that he was standing in the presence of the greatest soldiers of their time. Even in the face of overwhelming odds and paralyzing anxieties…They still remained every bit as dedicated to their duty and in the end…That's what made them true soldiers.

"I guess we can all be certain at this point that Shadow Cell is officially dead…" he said to them in an affirmative tone, "Now…It's only a matter of stopping those who are behind all this havoc. Follow the puppets and eventually you'll find the puppeteer."

"The puppeteer…You mean Dr. Essex," said X23 in a strong tone.

"Yes, but don't forget Shadow Cell…Just because he seems like the only candidate doesn't mean that's all there is to it. There are still factors like the Colonel, GURSO, and Magnum to deal with. But factors aside, it's only a matter of looking through those lies and finding those truths that matter. And if there's but one truth you must hold onto…Know this…They MUST be stopped. They can't be allowed to inflict such carnage upon the world. And for my final order as your superior officer and your General…Your mission is to take them down once and for all! Stop them before it's too late!"

"Don't worry General…You can count on us!" said Cyclops in a new, determined tone as a new wave of confidence washed over him and his comrades.

"Right!" said Mayhem, now more determined than ever to face the man responsible for so much of his past pain, "We'll fight to the death if we have to…It's not like we have anything left to lose."

"You may think that, Mayhem…" said the General as he smiled upon his subordinates for the last time a their superior officer, "But never forget…There's always something to lose in any battle. It's only a matter of fighting with all your heart and soul. And I know you five can do it…I know you have the power to end this. Once again the fate of so many rest within your hands…And along with your new allies, I'm sure you can overcome whatever challenges you face. Just never forget…That no matter how difficult the task at hand may seem…You are, and always will be in your hearts and minds…True soldiers."

Drawing strength from such words, Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch now stood firm and ready to take on anything…For now they were no longer scrambling for the truth. Now they had something to guide them…Something to lead them into the darkness. And with their final order now given…It was only a matter of seeing it to the very end.

"Thank you sir," said Cyclopos as he and his comrades gave the General what could very well be their final salute, "Leave it to us…"

Then, with the task before them now clear, they turned back towards the X-men, ready to make it happen.

"You two…" ordered Cyclops, pointing to Iceman and Jubilee, "Get the General out of here and keep him somewhere safe. The path behind us should be clear, so resistance will probably be minimal."

"Hey, as long as we don't have to use those Uzi's again, we'll be okay," assured Iceman.

"Yeah, this is the kind of thing we're better at than killing…" added Jubilee, "So don't worry…He's in good hands."

"However…Just as a precaution, perhaps I should go with them," offered Beast.

"Good idea…" said Phoenix as she and her comrades pulled out their guns and knives and once again took their CQC stance, but not before addressing the General once last time, "Sir…If we don't see each other again. I think I speak for all of us when I say that it has been a privilege."

"The privilege is all mine, Phoenix…" said the General with a smile, "But before you go…I want you to have one last thing."

Then, as the General reached into his uniform, he pulled out one last thing he wanted Shadow Cell to part with even if they never saw each other again. It was a little gift given to him by his father just before he died and it had always given him strength when the going got tough. And hopefully…It would do the same for these five brave souls.

"Here…Take this," he said, giving them a chain with a strange looking bullet attached to it on the end, "I think you may need it more than me."

As the five mutant soldiers looked upon the strange relic, Mayhem took it in his hand and quickly recognized it.

"A silver bullet?" he said curiously.

"It was a good luck charm my father gave me just before he died. It was something men of his stature often sought…A magic bullet to eradicate the forces of evil. And I've kept it with me for years…And right now, I think you five need it more than me."

Such a charm offered them a strange level of assurance, for in the course of their training they had always been taught not to believe in luck or things of that nature…But now, as they stood on the threshold of their greatest challenge yet…It seemed somewhat appropriate given the situation. And as Mayhem pocketed the charm that would hopefully guide them on the path to victory, they gave their commanding officer one last smile.

"Thank you sir…" said Cyclops gratefully, "Thank you for everything."

"It's was a great honor, Shadow Cell…" said the General as he prepared to follow Beast, Iceman, and Jubilee out of the base…But not before taking one last look at the soldiers he was so proud of, "Good luck…And Godspeed."

* * *

AN: Man, things are heating up now! Now Magneto's in the fight, GURSO shows no signs of letting up, and the Colonel is seriously going off the deep end! It's all beginning to come together folks! The path before the X-men and Shadow Cell is clear and the challenges are still unknown…But all shall be revealed soon enough as the battle continues! This fic has truly become epic in a manner all it's own and now has the title of being my longest story to date! Yet there's still so much more to come and I urge you all to stay tuned! And as always, I beg of you to REVIEW! Send them to me via email or post them on the fanfiction website. Thank you all very much for reading and I wish each and every one of you the best!

CAN YOU FEEL IT? THE HEAT IS ON FOLKS! REVIEW BEFORE IT'S TOO LATE!


	42. Confrontation and Answers

**Sinister Soldiers  
Chapter 42: Confrontation and Answers**

****

* * *

Missiles, bombs, and mortars continued to explode in deafening bang after bang outside Shadow Cell HQ while the X-men and the five mutant soldiers continued to make their way deeper into the base. Much of the GURSO unit had converged outside in the front to take on Magneto's Asteroid M base, which was quickly turning large portions of the base defenses into rubble.

Through the power of numerous electromagnetic pulses and a constant barrage of high energy laser fire, many of the stationary systems like the surface to air missiles and the high powered turrets were turned into scrap metal, leaving GURSO to respond with only the arms they could carry with them or mount on the back of a vehicle. Yet they still fought on with fanatical resilience. And even though Asteroid M showed no signs of letting up…They were causing damage.

In the depths of the vast floating base, Magneto kept up with electromagnetic barrages with unrelenting force. His anger towards his one time ally for interfering in the plans he had waited so long to fulfill was like a raging fire…Burning with the hatred of being betrayed. And while the resistance from GURSO was a lot more than he had expected, his base managed to absorb the damage with it's hard exterior shell that had been carved from an asteroid and powerful electromagnetic shielding.

However, the longer this went on, the more impatient Magneto became. He wanted that stone back and no high tech anti-mutant army was going to stand in his way. All who opposed the evolution of mutants as the superior race would all fall before his power and since Essex had betrayed him…He would face the most severe of punishments.

"This is taking too long…" said Magneto, growing increasingly angered with GURSO's stubbornness.

Just then, he got a radio message from the four Brotherhood boys, all of whom were still manning the base's weapons systems to provide support fire.

"Hey boss!" said Lance with a hint of urgency in his tone, "I think they're sending in more reinforcements! Just how many of these guys are there?"

"Not enough Avalanche…" said Magneto ominously, "No army, large or small, is going to stop me from claiming what's rightfully mine! Keep up with a high rate of fire and beat them back!"

"Sure thing, sir!" replied Lance as shifted his focus back to his station, "Okay guys, let's show these mutant hating assholes what the Brotherhood is made of!"

"With pleasure!" said Blob as he blasted some of the last remaining stationary surface to air missile sites that had been concealed in the trees, "Man, now I know what it feels like to be in a George Lucas flick!"

"Lucas?" said Todd as he kept focusing his fire on the moving vehicles, "I was always more a Star Trek kinda guy."

"Hey guys! Less Sci Fi and more shooting!" said Pietro, who was trying to pin down the new reinforcements with cover fire.

However, unbeknownst to Magneto and the Brotherhood, Dr. Essex had been watching images of the epic battle on his laptop since it began. He was still nestled deep within his lab, safe from the bombardment. The only real threats he faced were from those who had made it in…And in actuality, that's exactly what he needed to happen in order to make this work. So far, everything was going precisely as planned…Shadow Cell and the X-men were making their way towards their next challenge, Magneto was keeping GURSO busy, and the Colonel was scrambling to keep up with both.

And since Dr. Essex knew Magneto well enough to see when he was overconfident, he finally felt it was time to proceed with the next step. With a few commands placed into his computer, he saw his chance and as he looked back at the clock that he was using to monitor each event…He smiled to himself, for it was right on schedule.

"Oh Magneto…You poor deluded fool," he said in an amused tone as he brought up a secured prompt, "You haven't changed a bit…It's really sad. And you call yourself a superior being? I'll show you what superior beings can really do…"

Then, once the prompt was up, he got a quick real-time image of Asteroid M on his screen and it was hovering almost directly over the front perimeter…Leaving it in the perfect position for his next move.

"Okay now…Let's see how those little 'surprises' I planted in the GURSO suits work," he said as he hit a few commands.

Suddenly, on the outside, many of the GURSO units felt a strange twinge in the back of their necks. It was like a powerful static shock of sorts…Only it brought with it an unusual feeling…One that resonated deep within their minds. It was as if a voice was now echoing in their heads…A voice that was telling them exactly what to do…A voice that they felt the unyielding need to obey.

"Perfect…" said Dr. Essex with a sinister grin as he a got successful readings on all levels, "Now then…Let's see just how tough that base of yours really is, old friend."

Then, with a new string of orders being channeled directly into their minds via mind control chips, every GURSO unit outside now had a new brand of orders to follow and they did not hesitate in filling them out. And since the Brotherhood could see their every move from above, such actions did not go unnotices.

"Hey, yo! What the hell are they doing?" said Todd, lessening his rate of fire for a moment as he took in their actions.

"I don't know…" said Pietro, who was also intrigued by this, "They don't look like they're retreating."

"Then keep firing!" said Lance, who didn't let up.

"No wait, Lance! Look!" exclaimed Todd as he saw something on his screen.

The four Brotherhood boys temporarily halted their assault for a brief moment in order to take in what was going on down below. GURSO's movements were definitely unusual even from the point of view of a group of boys who weren't familiar with military tactics outside of video games. But to them, it was definitely clear…Something was going on.

Then, as they all watched anxiously at GURSO's actions…They finally got a rather disturbing answer to their question.

"Holy shit…" said Lance as he saw from his view screen what was happening, not knowing just what this could lead to.

Down on the ground, clusters of GURSO soldiers gathered around what seemed to be empty plots of field along the base entrance…Only they weren't necessarily empty. Out of concealed, hollowed out plots of land…Over a dozen strange looking turrets which had what looked like oversized electrodes rose out of the ground and aimed directly at Asteroid M. A few of the soldiers manned them, taking positions in the control mechanisms in the rear while others took cover in and around them, still returning fire with their high powered guns and shoulder-mounted surface to air missiles.

Knowing this had to be some kind of new threat, the Brotherhood boys attempted to direct their weapons over towards the strange looking turrets…But unfortunately, they didn't get a chance to get a shot off. GURSO beat them to it.

As the mysterious turrets began to charge up and glow a bright bluish yellow color, sparking and simmering with intense amounts of energy, Magneto finally took notice of these and began to worry…For he recognized exactly what they were and it was all the more confirmation that Essex was definitely behind all this.

"No…" he said, clenching his fists in rage.

Suddenly, several of the turrets erupted in a supercharged, high energy, electromagnetic burst. Immediately, the blast reacted with the electromagnetic shielding of Asteroid M and sent shockwaves echoing all throughout the base. Many defense guns shorted out and exploded, dozens of missile launchers mounted near the citadel and the underbelly erupted into a fireball, and systems all throughout the base shorted out and went offline.

The blast struck deep…Even down to the core of the structure that kept it floating, causing a huge round of tremors to erupt all around the base. Some of these tremors were strong enough to knock the Brotherhood boys out of their seats and nearly caused Magneto to loose his balance in the main control room…But that only served to make him more determined.

"Yo man! What the hell was that?" said Todd, rubbing his now sore head.

"Beats me…" said Lance, "But whatever it was, it broke the shields."

"Damn! So what do we do now?" said Freddy, who didn't know much about shields, but knew that it couldn't be good if they were down.

Just then, they received a scrambled message from Magneto, who sounded enraged beyond description now…For this new development would definitely change things in this most critical of battles.

"Brotherhood! Respond!" he ordered firmly.

"We're here, Magneto," said Pietro, although he and the others had some trouble making out what he was saying through the static. "What's going on? What was that?"

"A little surprise from an old friend…" he responded grimly, "I should have seen it coming…Only he would be resourceful enough to bring something like that to the field! Can you take them out?"

Lance then went back over to his station to check the equipment, but much to his dismay, it wasn't operating properly because of the damaged components.

"No…" he responded with a frustrated grunt, "Whatever that thing was, it shorted out our live feed screens."

"Damn it…" cursed Magneto, "Then switch to the scopes. Take down those turrets! One blow too many from them and this whole base will fall to the ground! I don't care how many systems you have left…Divert them all towards those turrets!"

"You got it boss!" said Todd as he and the others returned to their stations and began blindly firing into the base, trying to take down the weapons that could very well destroy this most fortified base.

However, in Magneto's mind, he knew that the damage had been done. Dr. Essex had once again played him and he walked right into it. It was one of the many things that irked him to no end…Such elaborate use of deception. Part of that side to him is what made him such a grave threat and a dangerous foe.

And after suffering that one blow, many of his surveillance and monitoring systems had gone offline. Asteroid M was effectively blinded and was now actually vulnerable despite it's imposing size and majesty. This was his life's work…The culmination of his dream of bringing down humanity for all their brutish hatred…And he was NOT going to let it die here. But as determined as he was…In the back of his mind, he knew that the odds had definitely shifted.

* * *

Back inside the base, the X-men and Shadow Cell continued to penetrate deeper and deeper into the facility. And after having punched through the major external security barriers and the holding cell area, the path before them a bit clearer and there were fewer GURSO soldiers left to hold them back. With the fight against Asteroid M still going strong outside, many of the internal soldiers had been forced back towards the front to aid in the fight…Clearing their way for the next challenge. However, for some…They weren't about to let it get any easier for them.

"Those freak sons of bitches!" growled the Colonel as he made his way down the vast halls armed only with a nine millimeter and his raw, unbridled determination, "I'm not going to go out like this! I'm going to take every last one of those freaks with me if I have to!"

With the GURSO command center now in shambles and damage from the attacks eating away at the bases infrastructure, it was no longer possible to control things from a consolidated nerve center. The Colonel had been trying to radio his GURSO commanders via hand held communicators, but for some strange reason, they weren't responding. He suspected that this was because of the electromagnetic interference from Magneto, so instead…He would handle this fight up close and personal. 

Even with Magneto, Shadow Cell, and the X-men bearing down on him, the twisted man who had made it his life's goal to see every last one of his enemies, mutant's included, neutralized and eradicated. And if he had to do this with his bear hands…So be it.

However, while the Colonel was making his way down through the ground level, he was unaware of the progress of the two teams as they neared he main research and training facilities. The tremors hadn't gotten any less intense, but they were becoming less frequent for some reason. Maybe it was because the fighting outside had died down or something was distracting Magneto, but that wasn't what was on their minds now. All they could think of now was getting to the lab and finding Dr. Essex.

"How much further till we get to the lab?" said Psylocke, who was following close behind Phoenix and Cyclops.

"We're almost there…" answered Cyclops in response, "And with GURSO being stretched between us and Magneto, we're finally getting a break in the resistance."

"Finally, some good luck!" said Nightcrawler, who felt as though they had faced enough anti-mutant soldiers for one lifetime already.

"Don't get too confident about that blue boy," quipped Phoenix, "That doesn't mean we still don't have resistance to worry about."

"Yeah, we still haven't seen any of the Colonel's elites yet," said Mayhem as he and X23 fired a few quick shots at a couple of lone GURSO soldiers that tried to ambush them.

"Elites?" said Warren, not knowing if he really wanted to know the answer to that, "What do you mean, elites?"

"The best of the best in GURSO," answered Mayhem, "Specially equipped, specially trained soldiers that the Colonel personally oversaw for taking down even the most powerful of mutants. Most of the time, they stay around the innermost areas keeping things secure…And since we haven't seen them yet, it's logical to assume they're still here waiting for us."

"Ugh…More anti-mutant super soldiers?" said Kitty, not liking the sound of that.

"From dis place…What part o' dat is supposed to surprise you, petite?" said Gambit, almost feeling used to the idea given what they had faced so far.

"The Cajun's right," grunted Wolverine, who still had his claws drawn, ready for combat, "This is the big leagues here team…So keep your guard up! Ain't no tellin' what else they could throw at us."

"We've almost gotten used to that idea…" said X23, who seemed to follow Logan's actions as well, keeping her claws drawn in a manner that seemed uncannily similar.

Finally, as they encountered several more GURSO soldiers, all of which fell to a quick lightning strike from Storm and a few slashes from Wolverine and X23, they entered the largest part of the research area, which was actually shaped like a giant doughnut with multiple levels above them. This is where the corridors diverted to main training areas and from there, led over towards the lab. This was usually a place that was bustling with activity form officers, scientists, and GURSO soldiers alike…But now it was eerily calm, bringing to surface many ominous feelings amongst the five mutant soldiers.

"Wow…Is this the research area?" said Warren as he took in the size and scale.

"Yeah…And normally it's one of the busiest places in the whole base," said the Scarlet Witch, "Which is why something doesn't feel right…"

"You're right…" said Cyclops, "I feel it too."

The silence was thick with tension as they all scanned the vast area, looking for any signs of a disturbance or a trap. Everybody stayed focused and ready, not knowing what was going to pop out next. And after what they had faced so far…Anything was possible.

However, unknown to them, there was indeed another presence just outside the room watching their every move…Only it wasn't another huge GURSO ambush or trap. It was only one man armed with a handgun…One man who was determined to see each one of them die. It was none other than the Colonel…And on is way towards the main battle, he now found himself trapped…For in his way lay the very enemies his entire unit couldn't take down. And now that he stood alone against them, the brash and paranoid man once again allowed his raging impulses guide him.

"Oh shit…Oh shit…" he said, feeling short of breath as he gripped the gun in his sweaty hands, "I'm not going out like this…I'm not going to die like this."

Peaking back around the corner he watched as Shadow Cell and the X-men scanned the area. In his mind there was no way out…This was it. It was do or die time. He had been waiting to take down these freaks for too long now…And even if his GURSO unit couldn't hack it, he would not stop fighting. He would see these freaks die if it was the last thing he did.

"Show's over Shadow Cell…" he said to himself as he nervously swallowed the lump in his throat and looked at the unsuspecting mutants with rage in his eyes, "Time to face the music…"

Back with Shadow Cell and the X-men, they remained vigilant…Scanning the area and staying close together so as not to be divided in the event of an ambush. However, the Colonel, despite is powerful mental shields, did not go unnoticed…Namely by Phoenix, who was getting slight traces. And as a rule of any combat tactic…It was necessary not to give the enemy any hints. But that didn't stop her from informing her comrades.

'Guys…' she sent them, 'I think we have a rat in the area…'

'Rat? Who is it?' asked X23 in response.

Then suddenly, before Phoenix could answer, the Colonel came charging out of the darkness with a war cry…His pistol at the ready and aimed directly at the five mutant soldiers he had been tasked with controlling since the onset of the project.

"DIE MUTANT SCUM! DIE!" he yelled wildly firing his gun directly at Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch.

However, while this did surprise some of the X-men…Shadow Cell didn't flinch in the slightest. And as admirable as the Colonel's determination was…It didn't mean much as Phoenix and the Scarlet Witch diverted each incoming bullet with ease. Nevertheless, the Colonel kept firing…Shooting and screaming like a madman. He barely even noticed that each one of his bullets was deflected away and didn't land a single hit. Yet still…He kept firing and firing…Intent on wiping out those he believed to be mankind's greatest foe.

Finally…As his fury raged on…His gun ran out of bullets and instead of the deafening bang of the deadly rounds, the air echoed with only the sound of empty clicks. It took a moment before the realization hit the Colonel…But as soon as it dawned on him, he raging war cry abruptly fell silent and he watched in horror as he now stood unarmed before the five deadly soldiers that he had ridiculed so much.

"Oh shit…" he said as he dropped his gun and held his hands up in a show of surrender.

The five mutant soldiers of Shadow Cell hadn't been struck at all by any of the rounds. It was an act of sheer desperation and madness on the Colonel's part…An act that he clearly didn't think through as he now stood completely exposed and vulnerable. Yet still…His paranoia and anger pervaded.

"You…You little freaks!" he spat, now beginning to sweat nervously as he gazed back into the cold hard glances of the five mutant soldiers, "You'll never get away with this! I'm still your superior officer and you are still just mere property of this organization! You're still soldiers! You're still subordinates!"

The five mutant soldiers didn't seem affected in the slightest by the Colonel's words. Hell, they barely even heard him. Over the years, all his angry rhetoric was like the annoying background noise to their lives as soldiers. From the earliest days of their training to all their success in each and every mission they took on…This man had been at the forefront of making their lives more difficult than they already were. And now…They finally had a chance to end it. And against a man like the Colonel…It was best not to squander such an opportunity to finally shut this paranoid asshole up.

"Colonel…Sir," said Cyclops as he and the others took a step closer to the noticeably frightened man, "It's been a pleasure serving you…Not!"

And with those final words, the five mutant soldiers of Shadow Cell whipped out their guns and unloaded an entire clip of ammo directly into the Colonel's body…Sending him falling to the ground in a bloody mess. Normally, they would have only needed one shot…But given who the target was, they didn't want to leave anything to chance.

Upon seeing this, some of the X-men got a bit queasy about their actions. They knew Shadow Cell was a pretty hardened team…But even this seemed a bit over the top.

"Damn…A tad excessive, don't ya think?" commented Wolverine as he and the others took in the sight of the now bloodied corpse of the Colonel.

"Believe me, Logan…" said X23 as she and her comrades put their guns back in their holsters, "You have no idea how long we've been waiting to do that."

"Yeah…About time somebody shut that prick up," said the Scarlet Witch in agreement, "He looks better dead anyways."

"Couldn't have put it better myself…" said Phoenix, "Regardless about what you people think about killing…If you knew this guy even half as much as we did, you'd have done the same thing in a heartbeat."

"Bloody hell, I guess we'll never know…" commented Psylocke, still finding the sight of the bloodied, bullet laden corpse a tad disturbing to say the least.

"Well…Now that this prick is out of the way, what next?" asked Mystique, hoping that Rogue wasn't far off at this point.

Then suddenly, before either of the five mutant soldiers could answer, their demeanor suddenly changed once more…Hinting that something was up. But before they could even ask them any further questions…They got their answer in the form of some rather disturbing clapping from the upper deck above.

Instinctively, Shadow Cell drew their guns and pointed it directly at the source…But froze upon seeing who it was as they were once again overcome with shock…For their trusted teacher and long-time mentor, Magnum, was now standing before them. Under usual circumstances, they would have fired upon any possible obstruction to the mission…But this was no ordinary challenge. This was the woman that made them who they are…This was the woman that taught them how to be soldiers. And from the looks of it…She was well aware of this as she took in the conflicted looks on their faces.

"Magnum?" said X23 as they all lowered their guns at the sight of their mentor calmly pacing the upper levels in full view of her students.

"Well done my most prized pupils…" she said as she now stood before both the X-men and Shadow Cell completely unafraid, "You've accomplished what I've been yearning to do for nearly a decade. The loss of the Colonel shall bring few tears…For you know as well as I do that he didn't have many friends."

"Cut de crap lady!" spat Gambit, not looking all that daunted at the sight of the intimidating Russian mercenary, "Where's Rogue!"

"The girl? She's fine and in good health…For now. But this has nothing to do with her and everything to do with you. I can't tell you how much planning and preparation has gone into this little plan…And finally, after all these years, it's finally coming together."

"Plan? What plan!" said Mayhem angrily, yet still not able to point a gun at his mentor.

"Why…The plan for you my dutiful students," she told them with a strange grin, which was very uncharacteristic of her to anybody who even remotely knew her.

"For us?" said Cyclops, growing all the more confused, "What are you talking about? Are you're in on this too!"

"Oh believe me…I've been on this since the beginning," she told them in full confidence, "From day one, I pledged my unbinding loyalty and dedication to this cause. From day one, I fulfilled each and every order I was given by the man behind it all…Dr. Nathanial Essex."

"So you were in on it!" grunted the Scarlet Witch, feeling the sting of betrayal once again from someone she had always trusted in the utmost, "We trusted you in every conceivable way and listened to you preach on and on about things like honor, integrity, duty, and self sacrifice and this is what it all leads up to!"

"You know…In America, we have a word for that lady…It's called hypocrisy," said Angel, finding this information all the more disconcerting since this woman definitely didn't sound like a nice person to say the least.

"Call it what you will…It is still a part of everything I've taught you my students," she said, not skipping a beat, "Whether or not I deceived you is not the point…I was merely practicing that which I preached."

"Yeah right!" spat Cyclops in response, "You never preached betrayal!"

"No…" she responded in an affirmative tone, "But I did preach something else…Something far more important than any of you seem to be capable of grasping…Loyalty. And in the end…That is why I am here right now…Standing before you as everything is falling into place."

"Loyalty…" said Mayhem, finding this all the confusing.

"Yes…Loyalty to the bitter end," she told them, showing decisively that she had no regrets, "It was I that orchestrated the holes in GURSO's ambush that allowed you to escape…It was I that abducted Rogue from the X-men for use in Dr. Essex's plan…And it was I that deceived you for the sake of conditioning your minds and bodies for this fateful day."

Such words were difficult for Shadow Cell to process. This woman had had been their mentor and teacher since they first arrived and they had always looked up to her and strived to attain the level of focus, skill, and lethality she wielded with such ease and efficiency. But to learn that she had been a part of this…To learn that she was simply answering to Dr. Essex and nothing more…It was all very hard for the five mutant soldiers to take in.

"But…Why?" asked Phoenix, part of her still not wanting to believe it, "Why do something like this? Why spend all this time training and teachings us just to backstab us in the end?"

Magnum continued to pace, the look on her face not faltering in the slightest. Looking back down upon the five young soldiers she had trained so ardently, she was flushed with a mixture of both pride and pity…For they truly had no idea just how grand this momentous plan was.

"It's a difficult story, Phoenix…" she said in response, "One that you will never understand. You see…In nature, organisms live and thrive for one purpose and one purpose only…To leave their mark on the world they lived in…To leave something behind for future generations. A part of our legacy as living things is passed on from parent to offspring…That's how life works…That's how we as life grows and evolve. Yet for some…Life is but a random coalescence of moments…Each moment ticking away, drawing us closer and closer to our doom. And when that time finally comes…There will be nothing left…And within a few generations we'll be forgotten as a mere shadow in the grand course of life."

Magnum's words were wrought with a strange kind of emotion that was very unlike her. It was as these ideas had been coursing throughout her mind for a long time now…Almost as if she was haunted by them in a sense.

"And what does this have to do with you?" asked Cyclops, knowing there had to be a connection of sorts…Given that Magnum always operated within the realm of meaning and purpose.

"This has everything to do with me, Cyclops," she said, her emotions becoming more firm and assertive, as if she was speaking to the world at large and not just them, "Growing up, I cared nothing about the future…Only about the present. All I ever wanted was to be a soldier…The greatest soldier ever to walk the Earth…And I let nothing stand in my way. Years of training and discipline taught me the skills and knowledge that I imparted upon you throughout the course of your training…Yet still, I wanted more. I underwent numerous procedures to make my body stronger and more resilient against normal human limitations…I pumped myself with the best black market steroids money could buy. I became so strong…So deadly…I became everything I had ever hoped for and my enemies came to see that. Yet in the end…My actions came with a most devastating price…One that I did not fully ascertain until many years later."

Shadow Cell stood dazed as they listened to their usually stoic mentor talk as though she was deeply twisted and haunted by this feeling. It was clear to them that this had been on her mind for so long and only now was she finally coming clean about it. Even the X-men couldn't help but find this strange woman intriguing in her words. She clearly had quite a story to tell…And something told them it was closely connected to why she was standing before like this now.

"So many of victims have fallen by my hands…" she went on, the burning intensity of her voice not waning in the slightest, "So many people knew and feared me. Entire countries wanted me dead…Whole organizations cowered in fear at the mere mention of my name. But still…No matter how many challenges I overcame…No matter how much blood I shed upon the world…I could never escape the truth…I could never escape the curse I had brought upon myself."

"Curse?" said Mayhem, not knowing what she was leading to with this, "What curse?"

"The curse of my own actions…The curse that had doomed me to a life destined to be forgotten in the pages of history. Pumping my body full of all those chemicals had made me strong and powerful…Yet as a result, it destroyed my ability to have children…It destroyed my ability to pass my legacy onto the next generation. And no matter how much I kill or how hard I fight…I can never escape it. I was doomed to simply live out what moments I had left in life knowing that I'll wither away into obscurity in the end. But then…Dr. Essex came in and changed all that. He gave me a chance to pass on a legacy to the next generation…Finally allowing me the opportunity to see my genes live on even after I am dead. And all he asked of me was to pledge my complete, unbending loyalty to him and his cause until the very end…"

This moment had been played out in Magnum's head for so long now that it was almost a relief to her now that it was all coming together. Looking back at the five mutant soldiers, she actually felt fulfilled in a sense that she managed to carry out her duties with such remarkable results…Even if they didn't quite understand just how important they were to this whole plan. But that didn't matter to her…All that mattered was that she was finally getting that which she so sorely sought after all these years.

"So that's it?" said Wolverine, not sounding too impressed with this imposing woman's story, "That's why you go through all this shit? Just so he'll give ya a chance to have a kid?"

"Ja, that's just messed up lady!" added Nightcrawler, "And besides, vhat makes you think he'll give it too you anyways?"

"Actually…He already has," said Magnum cryptically.

"What!" exclaimed Mayhem.

"It's true…" she told them, "In a ways, our paths were strongly linked because he had something I needed and I had something he needed."

"What do you mean?" said Storm, not seeing where this was going, but knowing enough to understand that it definitely had some relevant meaning, "What is it that you had that he couldn't get on his own?"

"Something vital to his greatest plan…" she answered stoically, "Something so vital that it could not have proceeded without it…My genes."

"Your genes?" said X23, not understanding what genes could possibly have to do with it.

"Yes…My genes. It all goes back to the Human Genome Project completed over the course of the last decade. Through this program…Scientists worked to uncover the very makeup of what made human beings who they are. And in the course of this study…It was discovered that there are 40 unique 'soldier genes' that aid in the skills of all warriors. These genes have such things like strength, stamina, and psychological balance to the organism…Giving them a far greater capacity on the battlefield. And as it just so happens…I have all 40 of these genes. And that's what Dr. Essex was after."

"Soldier genes?" said Cyclops, sounding somewhat intrigued by such a notion, "That's all he wanted? But then…How did he give you what you wanted if he just took the information from you genes?"

"Oh no, Cyclops…He did much more than that," said Magnum ominously, "He didn't merely copy the information in my genes and store them…He actually implemented them."

"But…How?" said X23, not seeing how that was possible.

"Simple…By putting them in you," she answered.

"What!" yelled Phoenix, shocked by this revelation.

Each of the five mutant soldiers suddenly felt a strange feeling in their bodies as their blood coursed through their veins. It was as if they felt something there that they had never realized before…And only now with Magnum were they learning the true story of their purpose. And from the looks of it, there was still plenty more to tell.

"It's true…" she said in a tone that left no room for lies, "How else do you think you managed to gains so many attributes of a soldier so quickly?"

"But how!" spat Mayhem in response, who had his body violated and altered enough for one lifetime.

"Through the bio-mutagenic accelerator, how else?" she answered, which only served to further deepen the sense of betrayal within the five mutant soldiers, "When you stepped into that machine…You stepped into a new world. And while everything Dr. Essex did to your powers and physiology was fully documented…In addition, there was a little extra work done courtesy of my own flesh and blood. A package these genes from my DNA was instilled within your genetic code and manifested in a way similar to your mutant abilities. In a sense…You now bear my blood…You now bear my legacy. Hate me all you want for betraying you…But you can never escape the truth of that which now flows through your veins."

Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 now felt a strange, sickening feeling form in the pit of their stomach. The knowledge that such things now flowed in their bodies…Written directly into their genes…Was quite a disturbing feeling. And as violated as they felt from it all…They could not escape the truth in her words.

Such a story also didn't sit well for the X-men, for it was only a further testament to just how demented this woman was. It was clear that she was an enigma in and of herself…But they had no idea she could be THIS twisted.

"Lady…I may not know you on a personal level…But you're sick!" said Angel, finding this whole thing almost too disgusting to comprehend.

"Dat's some understatement, homme," said Gambit in agreement.

"And you all say I have issues…" muttered Mystique.

"Shut up!" spat the Russian born mercenary as her eyes fell upon the shape shifter, "You I'll deal with later…But for now, I am merely here to carry out yet another order."

Such ominous words didn't sit will with Mystique, for upon hearing them she couldn't help but think that there was something strange about this woman that went beyond what they had just found out. It wasn't just her involvement in this instance…It was something else. And the more she looked at her…The more certain that she became that she had seen this woman somewhere before. But while she tried to search her memory banks for any such clues, the five mutants of Shadow Cell weren't done with their mentor just yet.

"Another order?" shot Cyclops angrily, sickened by this whole thing enough at this point, "Is that all there is now? Just your orders from Dr. Essex? Was all that stuff about honor, integrity, and inner strength just bullshit!"

"No Cyclops…Everything I taught you was true. And in a sense, it's not just what they were on the surface…It's what they were in a deeper sense. I taught you those ideals because it's necessary for each and every soldier to know the kind of things that drive someone into battle. For me…Honor, loyalty, and self sacrifice are in the same context as yours. But at times…Such ideals can become skewed in the pursuit of completing the mission."

"Skewed?" said Mayhem curiously, for he never believed that things as solid as honor could become warped in any sense no matter what the circumstances, "What do you mean skewed?"

"It goes back to what I've always taught you…Loyalty to the end," she went on to say with no regrets and no remorse, "As I've said many times before, whenever you find yourself on a mission, it is necessary to remain unyielding in your loyalty whether it be the orders you're given or the obstacles you face. And for me…I've been on this mission now for nearly a decade. From the moment Dr. Essex came to me…I pledged my unbending loyalty to comply with each and every order…Carrying out every single task he gave me. And even if that meant doing things like betraying trust…Manipulating views…And even burning down orphanages…It was all done through loyalty."

Upon hearing that, Mayhem felt his bones chill. It was a revelation that sent a shock all throughout his system…A shock that drew within him a burning, raging, immeasurable anger. Images of the orphanage going up in flames all those years ago suddenly came rushing back to him…Images he had long tried to cope with. And now…Not only did he find out that someone he had trusted so deeply on so many levels had willingly betrayed him…But she also took from him something he knew he could never get back.

"No…" he said, a look of unbridled anger falling upon his face as he firmly gripped his gun, "You…That was you! You burned down my home! And all those innocent kids!"

"Dr. Essex saw it necessary to rid your life of such obstructions…" she said stoically, showing no emotion even in with the knowledge that she had committed such a heinous act, "Whether it be the orphanage or the old man…It was necessary in his eyes. All I did was comply…"

Mayhem couldn't believe it…He had never felt anger like this before. It was bad enough learning that Dr. Essex, the man who he had respected almost as a father figure, was behind the heinous project that took everything from him…But to learn that he had also been behind the destruction of the only other home he had ever known was just too much. They had taken and given him so much…But in the end it all came down to lies…It all came down to them using him like a mere puppet. It was all too much for the young soldier to take.

"Vincent…" said the Scarlet Witch, quickly placing her hand on his shoulder as she saw his whole demeanor shift.

Cyclops, Phoenix, and X23 also gathered around their distraught friend, feeling his anger from such a devastating revelation, but unable to truly comprehend it even.

"Lady…You are one sick bloke!" spat Psylocke upon hearing about such heinous deeds, "You think you can justify shit like that!"

"It is not my duty to justify…" she said in an emotionless tone, "It is only my duty to comply. And that's what I did…And that's what I'm doing now."

Such words only further enraged Mayhem as he once again pointed his gun back up at his mentor and teacher. Memories of the life she had taken from him and the world that had come crashing down upon him in his darkest hour haunted him like the shadows of a thousand nightmares. It hurt on a level he could never have imagined. He felt sickened…Betrayed…And used. For so long, he thought he was paying Father Michaels and all those who died in the orphanage homage by joining Shadow Cell. But now that he knew the truth…He understood that he was merely feeding the beast that had taken everything away from him.

Yet even with the knowledge that this woman had destroyed the orphanage that he held so dear…Even with the knowledge of what she did and how she used them…He could not bring himself to pull the trigger. He wanted to so badly…If for anything, to bring justice to the innocent lives she took. But no matter how hard he tried…He just couldn't.

"You have played your part well Shadow Cell…" she told her pupils as she took one more look at them, "Everything you have accomplished has culminated in this very moment. And even though you may dislike me now…That does not change that you are my students. I trained you…I nurtured you…I helped you all become the most powerful soldiers to walk the face of the Earth. You carry a trace of my blood within your DNA…A trace that is now completely part of your being. And even if you do manage to pull the trigger…It will not change the truth."

"No…" grunted Cyclops as anger seemed to consume the entire team.

"You lying bitch!" spat the Scarlet Witch, feeling her powers simmer in a burning rage.

"You betrayed us…You USED us!" yelled X23, who had been used enough in her short life to have it leave a truly deep impact within her being.

"You're gonna burn for this!" yelled Phoenix, engulfing her body in flames, ready to burn this woman who had taught them so much to the bone.

Yet despite this, Magnum didn't flinch or show any signs of concern or fear. She had expected as much from her students and the damage had already been done. There was no turning back now…For she would not falter in her unbending loyalty to Dr. Essex. With all the skills, knowledge, and ideals she imparted upon them…The one that seemed to resonate the strongest with her was simply loyalty…And she would stay loyal until the bitter end.

"I know I'm going to hell…I know I have a lot of sins to repent for. But at least now…I have something to leave behind…I have something that'll live on even after I die. And now that you all know the truth…I have but one final order to comply with. I know there are still many questions…But you'll all find out soon enough. Until then…It has been a privilege teaching you…My students."

"ERRRR! NO!" yelled Mayhem as he quickly ascended into the air and began to speed towards the stoic Russian mercenary that had taken so much from him.

He may not have been able to shoot her…But he sure as hell could beat the living shit out of her. Unfortunately…Magnum seemed all too prepared for this. Reaching into her trench coat, she quickly whipped out a flash grenade and threw it directly at Mayhem's face. And as always…Her aim was perfect and it erupted in a bright flash that blinded and disorient Mayhem while on his path towards vengeance and justice for what was done to him.

"AHHH!" he yelled as he flew past Magnum, missing her by a pretty decent margin.

He frantically began to rub his eyes, causing him to become all the more disoriented as he soon fell crashing to the ground where his comrades quickly came to his aid.

"Vincent!" yelled the Scarlet Witch as she and Cyclops quickly helped the still dazed young man up, who was still disoriented from the blast.

"Mayhem…Are you alright?" said Cyclops as he and the others stood by him to help in whatever way they could.

However, while Cyclops, Phoenix, X23, and the Scarlet Witch were helping their ailing friend…Magnum decided it was time to make her move. She had succeeded in her task…She had carried out her order exactly as was instructed. Now…It was all on Shadow Cell. They still had a part to play…But given that they were students, she was confident in every regard that they would not disappoint her.

"The place is here…The time is now," said Magnum as she began to make her way across the upper deck, "Shadow Cell…The final test is now underway. If you wish to uncover the full truth…You will overcome the challenges that lay before you. The mission is still on…The game is not over. Now…The path to destiny awaits. And whatever the future may bring you from this point on…I wish you all the best…My beloved students."

Then, as she began to make her escape, the X-men jumped into action.

"Stop her! Don't let her get away!" ordered Angel.

Gambit, Psylocke, and Storm all tried to use their powers to stop the renegade mercenary from getting away. Yet a fury of charged cards, psionic blades, and lightning strikes were not enough to hold Magnum back. And before they could even get a hint of where she was going…She disappeared into the shadows.

"No…" said Mayhem, his sight now returning to him as he quickly pulled himself together, ready to fight through whatever he had to in order to avenge the life that had been taken from him, "We have to stop her…"

"And we will!" said Cyclops in a determined tone, "She can run, but she can't hide from us!"

"Then what are we waiting for!" yelled Gambit, wanting to find this woman almost as bad as Shadow Cell for taking Rogue, "Let's get her!"

Then suddenly…Before they could converge and make their move…A loud, obnoxious voice filled the area from the upper decks where Magnum had just been.

"Whoa…Hold on there kiddies! Didn't your mamma tell you that it's impolite to leave before you're excused?"

Then, as the X-men and Shadow Cell looked up towards the source of the voice, their gaze met with that of Deadpool, Gauntlet, Bullseye, and Omega Red. Like Magnum, they had been given their tasks to carry out…And as any good mercenary, they intended to do just that.

"Who the hell?" said Wolverine, feeling as though he had just walked into a circus sideshow.

"Wow…Talk about your Halloween costumes," commented Shadowcat, thinking these guys looked pretty over the top even by their standards.

"Halloween costumes?" scoffed Omega Red, "Little girl, you have no idea who you're dealing with!"

"Yeah, we're here as a little favor to Magnum!" said Deadpool as he sized up his targets, which didn't look too impressive in his twisted mind, "She said you guys were being naughty and needed a timeout. So we're here to give you all a good spanking!"

"Yeah? You and vhat army?" shot Nightcrawler.

Then suddenly…Out of every single dark corner and opening, a new stream of GURSO soldiers stormed the area. They were bore bigger weapons, more advanced armor, and an overall more deadly aura. They were the GURSO elite…The best of the best when it came to the Colonel's anti-mutant forces. Only now…They were not being controlled by the now deceased Colonel. Now…They were under the full command of Dr. Essex.

Soon, the large, imposing anti-mutant team which outnumbered them nearly ten to one surrounded them on all sides…Their high tech energy guns at the ready. Now the X-men and Shadow Cell were once again faced with overwhelming force…But if this was what they had to go through in order to find the truth…So be it.

"Dude…" said Nightcrawler, his eyes widening at the surrounding force.

"You just had to ask, didn't you?" muttered Cyclops as he and his comrades all took out their guns and stood in full CQC ready stances.

Such a sight only caused the four deadly mercenaries up top to laugh in amusement, for this looked as though it was going to be easier than they thought. Magnum had not been exaggerating when she told them the intricate details of Shadow Cell's function and now they were about to put them all to the final test.

"Now the fun can finally begin!" said Bullseye eagerly as the battle stood poised to begin.

"Got that right, Bullseye…" said Gauntlet with a grin, "And I'm gonna enjoy crushing a few bones."

"Now, now little boy…Remember, no desert until after dinner," said Deadpool in an obnoxious tone, "These kiddies are up way past their bedtime and it's up to us to put them all down for a little nap!"

"Bring it on asshole!" said Mayhem, feeling all the more determined now that he knew the truth and was prepared to fight for it with every fiber of his being.

While the battle was brewing, Magnum continued to make her way back to the lab. It was all coming together…Everything was falling into place. It was only a matter of time now and she had officially done her part…And as always, she had fulfilled it completely. The final challenge was about to begin…And she was confident her students would not disappoint her. Now, her job was done…And the rest was all left to fate.

* * *

AN: Well, that's it for now! The action continues to heat up as the veil of lies finally begins to falter! Now Magnum has revealed part of the truth…But plenty of mystery still remains! Do you want to uncover the answers? Do you want to see where this is all leading? Well, stay tuned and you'll see for yourself! The big battle is drawing closer and closer to a climax for the ages and you won't want to miss it! So what do you all think? As always, I urge you to tell me! Send me your feedback via email or post it on the fanfiction website! Thanks a ton for reading everybody and I wish you all the best!

THE ADRENILINE IS PUMPING AND THE ACTION IS HEATING UP! PLEASE REVIEW, FOR THE CLIMAX IS NOW EVER SO NEAR!


	43. Raging Onward

**Sinister Soldiers  
Chapter 43: Raging Onward**

****

* * *

"Everybody move!" yelled Cyclops as the sound of gunfire and the echoes of war once again consumed the area.

In the main research hub, all hell had once again broken loose for Shadow Cell and the X-men. After having learned some startling truths from Magnum, they were left with yet another great challenge…This time against the best GURSO had to throw at them. They were the elite guard…The Colonel's pride and joy. These were the best trained, best equipped anti-mutant soldiers in existence. And now…They had them in their gun sights.

Not long after Cyclops gave the order to scramble, everybody quickly spread out from the center area, taking cover wherever they could and spreading GURSO's fire. Unlike last time in the warehouse, the research hub gave them plenty of environmental resources to use and plenty of space to get the job done. And while the fight was going on between them, the four dangerous mercenaries that Magnum had brought for backup merely watched in amusement.

"Damn…If I'd have known there was going to be a show, I would have brought some nachos and chili," said Deadpool, thinking this was better than premium cable.

"Don't get too comfortable, comrade," said Omega Red, "My little tsarina told me that this shouldn't slow them down too much…But it will divide them up so we can make our move. We just need to stick to the plan."

"Sounds good to me," said Bullseye as he watched the fight below with an amused grin as he sized up his targets, "I have a feeling this is going to be one hell of a fight."

"It damn well better be…" grunted Guantlet, "That's the kind of fight I'm best at…"

While the four mercs analyzed their competition, the GURSO elite had opened fire below and were showing no mercy as they quickly swarmed the area like a pack of angry locusts. At first, all two teams could do was take cover to avoid the initial onslaught and divide their fire. But it was soon clear to them that these guys were no pushovers and once they were in their sights, there was no escaping…Or so they thought.

"Damn!" yelled Wolverine over the noise as he and Storm stood close to Shadowcat and Nightcrawler, covering them as he led them to take cover behind a few desks, "These guys are seriously packing!"

"Err! Thank you for stating the obvious Wolverine!" yelled Mystique, who covered them with fire from her Patriot.

The sound of high energy blasts tore through the room like miniature bombs. And even with the flickering lights and the numerous tremors that still rocked the area occasionally because of the ongoing battle outside, none of the soldiers flinched in the slightest. They had a job to do and they sure as hell weren't going to stop till it was done.

"Merde!" cursed Gambit as he took cover with Angel and Psylocke, trying to drive them back with a few charged cards, "How do we fight somethin' like dis?"

"As best we can, Gambit!" said Angel, sticking close to his girlfriend and trying to keep his wings from being big targets.

Over with Shadow Cell, however, they were already working to even the odds. Because as determined as the X-men were…They seemed to lack some key combat know how. And even though they hadn't told them anything…They had actually been anticipating this.

"Damn, these kids don't know the first thing about handling impossible situations," commented the Scarlet Witch as she, Mayhem, and X23 took cover on one side while Cyclops and Phoenix laid low in a pile of lab equipment not far from them.

"Well obviously they never read The Art of War," said X23 as she and her comrades took out a few more goodies from the supplies they acquired from the armory.

"Right…" grunted Mayhem in a determined tone, now all the more eager to face Dr. Essex after everything he put him through, "If they even read the short version…They would know that if the enemy has any weakness whatsoever…Take advantage of it and crush them."

Then, even as the heavy duty fire engulfed the area, tearing much of the surrounding obstructions to pieces, the five mutant soldiers of Shadow Cell took out a series of chaff grenades that they had gotten for just such an occasion. Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch knew they would have to coordinate if they were to make this work effectively, but after years of training, fighting, and learning together…That was one thing they had excelled in.

"Okay guys…" said Cyclops, maintaining his role as unit leader, "Get ready…NOW!"

Then, in a well organized and executed manner, the five soldiers pulled the pin on the special chaff grenades and heaved them across the area, making sure that they affected the maximum radius. At first, the GURSO elite thought they were frag grenades and didn't seem too threatened by them because their suits would offer protection from things…However, they were all in for a rude awakening.

Then, with a series of loud bangs…The grenades exploded, spreading it's electronics and radar scrambling chaff all throughout the area. And for the elite GURSO soldiers who wore high tech, radar reliant suits…The impact was devastating and quick.

"ARRRGGGGHHHH!" yelled the highly trained, highly equipped soldiers as they felt their electronics and feedback mechanisms fail them.

"X-men! Move!" yelled Phoenix as she and her comrades once again took out their guns and knives in full CQC ready poise.

It took a moment for the X-men to process what was going on with them, but as soon as they saw the deadly anti-mutant soldiers stumbling about in a dazed, uncoordinated manner, they were quick to take advantage of the situation.

"Now this is more like it!" grunted Wolverine with a wolfish grin as he drew his claws and prepared for yet another round.

"Yeah…Some elite guard!" grinned Nightcrawler, now feeling more confident as he saw many of the soldiers stumbling about like a bunch of chickens with their heads cut off.

"Come on X-men!" ordered Storm as she ascended into the air and began using her weather powers to hit the deadly soldiers with powerful lightning blasts, "Let's take them down before it's too late!"

"Don't gotta tell Gambit twice…" said the Cajun as he quickly jumped headfirst into the battle with his bow staff and tore into the disoriented, disorganized guards.

With the chaff still going strong, Shadowcat and Nightcrawler began to make their move on the south end where they had come, clearing out the GURSO soldiers that had converged there with the help of Mystique and her trusty Patriot, which she used to great effect. Shadowcat's phasing powers were a deadly weapon against the electronics laden suits of the GURSO soldiers and with each soldier she phased through, their suits were taken fully out of commission.

"Well, so much for high tech," grinned Shadowcat as soldier after soldier fell in her wake.

"Good vork, Kitten! Keep it up!" urged Nightcrawler as he used his agility and fighting skills he learned in the danger room to take down soldier after soldier.

"You know I will…" she said in response, flashing her friend a grin.

Upon seeing this, Mystique grew a bit curious…But now was not the time to concern herself with such things. Right now, she needed to focus on Rogue and getting her out of this place. And with her Patriot in hand, she quickly mowed down soldier after soldier…Her skills as a former super mercenary once again showing true. And such skills did not go unnoticed by Shadow Cell.

"Nice shooting lady!" said X23 as she skillfully fired her guns with great speed and agility, taking down enemy after enemy before they even had a chance.

"You're not the only one with some soldier skills…" she grunted as she kept firing into the melee with great accuracy and skill.

"Well it's nice to see that at least someone here knows how to handle combat," commented the Scarlet Witch, who stayed close to Mayhem as she fired away with her trusty gun while using her hexing powers to divert any incoming blasts that got too near.

"Oh please…It's not the combat that worries me…It's just getting my daughter out!" she said as she saw a charging GURSO soldier who seemed to be following the sound of their guns out of the corner of her eye and swiftly turned and fired two well aimed shots directly into his head.

"Don't worry Ms Darkholme…" said Mayhem in a determined tone as he performed several CQC maneuvers on a few unlucky GURSO soldiers, using his super strength and speed to snap their necks and break their bones, "We'll get your daughter out of here. We'll see to it…"

"Nice to see that SOMEONE here believes me…" she grunted as she began sticking closer to Shadow Cell, who seemed to be more comfortable around her than the X-men for obvious reasons.

Meanwhile, up in the air Storm and Angel were using their flight capabilities to take down some of the soldiers that were standing on the upper levels. And since they were all still highly disoriented from the affects of the chaff, it didn't take much to push them over the edge whether it was by powerful gusts of wind or simply a slight shove. Either way, many GURSO soldiers didn't recover fast enough to maintain the high ground. And eventually, they began falling from their perches like hailstones.

"Man! How many of these guys are there?" shouted Angel over the melee.

"Too many…" said Storm as she saw a few trying to hide in the shadows while they systems recovered, flushing them out with a few wind gusts, "But we must take down as many as possible!"

"Err! She's right!" said Cyclops as he unleashing a fury of high energy blasts from his eyes and hands at the well armored soldiers, blowing them away as if they were toys, "The effects of the chaff won't last forever!"

"Yeah, we have to take down as many as possible!" said Phoenix as she used her telekinesis and pryokinesis to obliterate large clusters of guards that had gathered around the doors while using her gun and knife for those who were unlucky enough to get too close.

"Sounds like Gambit's kinda game!" said the Cajun mutant confidently as he used his skills with a bow staff to neutralize several more GURSO elite while throwing round after round of charged cards into a few of the clusters that remained around the doors.

"Enough with the card puns already, Gambit…" said Psylocke, rolling her eyes as she tore through a few more guards with her Psoinic blades, "Just shut up and fight!"

With a sizable chunk of GURSO effectively out of commission, their advantage in numbers was quickly dwindling. Shadow Cell and the X-men were gaining the upper hand on all levels and the four mercs still watching from above knew it. Yet this didn't seem to surprise them or worry them for that matter. To them it was like a nicely played out show completely with action and drama. And given that they knew a few things that their adversaries didn't…That made it all the more satisfying.

"Hmm, Magnum wasn't lying when she described their skill," said Bullseye as he kept his eye on Shadow Cell throughout the fight, "They're definitely her students."

"I agree comrade…" said Omega Red with a grin as he kept watching them take down soldier after soldier as if they were an army in and of themselves, "Only Magnum can teach somebody to be that deadly."

"You would know, Omega…" said Gauntlet, keeping his cybernetic eye focused on them the whole time, "And so far, she's been right about them on every level."

"Guess that means it's time for us to make our move…" said Bullseye, seeing the signs as well.

"Goody! Finally, some action!" said Deadpool in his usual obnoxious tone, "Too bad we can't stay and watch the rest of the fight. Damn, I wish I had had a Tivo!"

With GURSO seriously weakened, the X-men and Shadow Cell were on the verge of breaking through. Even as the effects of the chaff began to wear off, the whole unit was left in a state of chaos and were too disorganized to really coordinate against either team. And without coordination, they didn't stand much of a chance against any of them.

"Come on guys! We can't slow down! We have to get to Dr. Essex!" yelled Mayhem as he punched his way through a few more GURSO soldiers, leaving a few paths at the north end clear for all of them.

"Right!" said Cyclops as he blasted one peskier cluster of GURSO soldiers with focused optic blast, "Come on Shadow Cell! Let's move!"

"Hey wait!" yelled Angel, who was still flying in the air, "We have to stick together here!"

"Sorry bird boy…No time!" said the Scarlet Witch as she closely followed Mayhem towards the corridors, not wanting him to face this challenge alone.

"Yeah, the rest of you guys just cover us while we plow ahead!" yelled Phoenix as she used her knife to slit the throats of a few more GURSO soldiers that stood in her way on the path towards following her comrades, "We'll converge at the north end!"

Angel was about to argue the point, but he didn't get the chance as a few recovered GURSO soldiers began firing at him and Storm from below, forcing them to take evasive action. And while the thinned number of GURSO elite continued with the fight, Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch used the opportunity to make their move. Because to them…This was not simply rescue…This was personal.

However, such actions did not go unnoticed by some of the X-men…Namely Wolverine, who had been sticking close to Nightcrawler and Shadowcat since they were the youngest.

"Damn it! We can't let them break away!" grunted Wolverine as he sliced through a few more GURSO soldiers.

"Relax Wolverine…" said Mystique in an unconcerned tone as she once again focused on guarding her son, "From what I've seen, those five can handle themselves."

"Not with this…" said Wolverine in response as he knocked away a few more GURSO goons and began to purse the five mutant soldiers.

"Logan! What are you doing?" yelled Storm from above as she watched her best friend run off into the corridors.

"I have to help them, Ro!" he told her as he disappeared into the narrow tunnels, "Just cover me…I'll be fine! You know me!"

"That I most certainly do…" mused the weather witch in response, knowing full well that part of Logan's reasons for doing what he did probably had something to do with X23…But she didn't voice any comments on it and merely kept up with the fight, hoping that he would be okay.

Once the five mutant soldiers and Wolverine were well into the corridors, the four mercs were already on the move…Getting ready do their duties as Dr. Essex had so carefully laid out for them. They had their part…Shadow Cell and the X-men had theirs…And it was all going exactly as planned. And the only one true constant that seemed to guide them all was the simple phantom notion of inevitability…A notion that only Dr. Essex truly knew as his most coveted creations continued to play their part.

* * *

Back outside with the ongoing fight between the GURSO regulars and Asteroid M, both sides were taking heavy blows. A large chunk of GURSO had been all but wiped out by Magneto's relentless assault and the Brotherhood, armed with the base weapons of the vast facility, managed to take down most of their heavy defenses. However…As Magneto had dreaded, his old ally had an ace up his sleeve.

It was almost as if he had expected him from the get go and given the kind of man they were dealing with, that was a very real possibility. The specialized high powered electromagnetic weapons that had been concealed from them until a few moments ago were reeking a terrible havoc upon his beloved base. The powerful magnetic shielding that had guarded the whole structure so effectively before was now working against it as the impact from the high energy bursts were causing catastrophic overloads on all levels. Much of the internal generators were now in the red and many of the advanced systems throughout the base were failing fast…And Magneto knew it.

"Oh man, this place is falling apart!" said Toad as the whole structure was once again rocked by a series of tremors.

"No way! This place can't fall…Can it?" said Blob, getting a little nervous as some of the lights began to flicker.

"Will you guys just shut up!" yelled Quicksilver as he tried to get some of the systems back on line, but with little success, "Asteroid M ISN'T going to fail! It can't!"

Just then, a sudden wave of alarms went off all throughout the base…Sending echoes of dread all throughout the area.

"Well I hate to break it to you, Quicksilver…" said Avalanche as another wave of tremors shook the base, "But this thing is a giant rock last time I checked! If it can fall…It will!"

As much as Pietro Maximoff hated to admit it…His friend was right. There was no doubt about it…This whole base was ailing. Clearly, they had underestimated what they were up against. Now, they were taking too many hits…And it wouldn't be long before the laws of gravity caught up with them.

"Magneto! Hey boss, can you hear me!" yelled Quicksilver into the radio, quickly finding out that it was highly scrambled because of strong electromagnetic interference.

It took a bit of tuning…But eventually, they managed to make out their leader's voice. And from the sound of it…Things weren't looking too good.

"Brotherhood…" he managed to get through despite the static, "Core…Failure….Get…To…Escape pods! Core…Failure! Get…Escape pods!"

"Oh man…This is not good!" dreaded Toad, knowing that when words like that came from Magneto, it was no laughing matter.

"No kidding…" said Pietro as he got up from his station, knowing they couldn't stay here any longer.

"Well I don't know about you guys, but I'm not sticking around to see how bad it's going to get!" said Avalanche as he and his teammates began to make a mad dash for the escape pods.

"I'm with you, Lance!" said Blob, following close behind as more lights flickered and more tremors rocked the area, "And besides…An order's an order."

While the four Brotherhood boys were making their way to the escape pods, Asteroid M was it with another direct blow form the powerful energy weapons below. In the main control room, Magneto struggled to hold his precious base together…But it was quickly falling apart around him. He knew full well that his base couldn't take many more hits and it was his fault he hadn't seen it coming. Essex had been prepared for him…No doubt about it. But that would not stop the master of magnetism from fighting with every fiber of his being.

"Essex…" he said with unabated hatred as many of Asteroid M's high tech components began to fail left and right, "You son of a bitch! I will not allow you to destroy my dream! I will not allow you to…"

Then suddenly, the whole base was hit with yet another burst of high energy electromagnetic blasts…And this time, it had been one blast too many. Critical alarms now sounded throughout the base, ordering immediate action. The core of the vast facility had been damaged and overloaded to a critical point…And from there, Magneto finally came to the harsh realization…Asteroid M was going down.

"No…NOOOOOOO!"

With the core now critical beyond repair, the master control mechanisms were rendered useless as emergency programs kicked in. Magneto no longer had the power to control his base and there was nothing left to do except escape the coming impact.

Outside, the four Brotherhood boys had landed in escape pods near the decimated perimeter which the X-men and Shadow Cell had cleared out earlier. And as soon as they stepped out, they were shocked to see just how much external damage had been done to the large, floating base as a result of Shadow Cell's hardware. From the looks of it, the whole structure was falling apart like a house of cards. The once mighty facility was going to crash to the ground…And all they could do was watch.

"Holy shit…" said Toad in amazement as he watched the now crumbling structure slowly descend towards the hard earth below.

"So much for our new pad…" muttered Avalanche.

Then, with the core now officially in shambles, Magneto's proud base began to descend to the ground. And without the hover mechanisms that kept it aloft, it didn't take long for it to impact. With every part of the base already crumbling, the impact delivered the final blow as the whole structure seemed to collapse in on itself…Rendering the once majestic structure utterly destroyed.

It was right over the area near the front entrance of the base where Asteroid M had impacted and because of it, a huge tremor that could be felt all over rippled through the ground. It was so strong that some were actually knocked off balance by it, but the tremor alone wasn't the big problem…It was how close the whole thing was to the base when it impacted that caused the most damage.

Once the structure buckled under the force of the impact, the uppermost part of the base slammed into the front defenses and garrisons that GURSO had been using to wage their battle. And because the huge structure descended with such great speed, many were crushed in the wake of it's impact. But through all this destruction and devastation…The master of magnetism was still alive…And he was not out of the fight yet.

"Guys, look!" yelled Avalanche as he saw something come up from the now crippled structure.

From the ashes of Asteroid M, a single shell of heavy metal arose from the now flaming wreckage. And knowing that it could only be one man…The hopes of the Brotherhood were once again renewed.

"Dad!" exclaimed Quicksilver as the large metal shell descended before them and opened up to reveal an unharmed, yet somewhat fatigued master of magnetism.

"No time for formalities, Quicksilver…" he said, his voice still brimming with determination, "Come! We still have a job to do…And we're not going to stop until we're victorious!"

"Sounds like a plan…" said Blob as he and the others prepared to follow their leader against the last of GURSO.

"Yeah, yo! Let's show these assholes what the Brotherhood is made of!" said Toad as they all once again converged, ready to fight against the remnants of GURSO.

For Magneto…The stakes were now different. Essex had gone a step further than simply delaying his plans…Instead, he had destroyed them. His life's work was now in shambles…His beloved base was now no more. And for that…He would pay…The madman who had once been his ally would be a truly terrible price for his deeds…That much Magneto would see to.

* * *

Back inside the base, the impact of Asteroid M hadn't slowed Shadow Cell down all that much, for all they could think of was getting to Dr. Essex. The rest of the X-men seemed to be capable of handling the now crippled GURSO elite, leaving them a chance to confront their one time mentor. So many conflicted feelings coursed through their minds as they remembered everything he and Magnum had given them. And now so much of it was called into question. But for now, all they could think about was the truth…And there was only one person on the face of the planet who could possibly give it to them.

"Come on! This way!" said Cyclops as he led his comrades down one of the corridors towards the last security checkpoint.

"He's close…I can feel it," said Mayhem, still driven by his raging determination to find the man responsible for so much loss.

"So can I, Mayhem…" said Phoenix, speaking more in terms of her gut rather than her telepathy…Which she knew Dr. Essex could easily block, "He's just up ahead…And something tells me he's waiting for us."

"Well then let's not disappoint him!" said Wolverine, who stuck close to X23 as they entered the final area before being able to enter the lab.

However, before they could finally confront the truth…They had but one more challenge to overcome. And as soon as they reached the main security door, they got a brief taste of just what they were going to have to face.

"C4!" yelled X23, her heightened senses quickly picking up the familiar scent, "Everybody down!"

Instinctively, the five mutant soldiers quickly leapt off to the side as the well placed bomb forced them all to diverge. And thanks to well choreographed timing…The bomb went off at the exact moment it was supposed to…Leaving little breathing room for the five soldiers and Wolverine, but not before catching some shrapnel. That blast definitely tore at some of their uniforms, but Logan, X23, and Vincent bore the blast to safeguard their friends. But that was soon the least of their worries as the architects of this trap made their presence known.

"Hey, Shadow Cell, come on down! You're our next contestant in 'the worst day of your life!'" said Deadpool in his usual, over the top voice as he, Bullseye, Guantlet, and Omega Red appeared from the ruins of the now mangled security door that the C4 had obliterated.

"Enough with the jokes, comrade…" said Omega Red, his bull whip like tentacles now fully drawn and ready for battle, "Let's just do our duties…"

"You got it Ruskie!" confirmed Deadpool as he drew his katanas, "And besides…I've been waiting for a chance like this!"

With the affects of the blast still lingering, the now separated team of soldiers were left to handle some of the most dangerous mercenaries in the world. Each one of the deadly soldiers split up to take on a target with Deadpool going for Wolverine and X23, Omega Red going for Mayhem, Bullseye going for the Scarlet Witch, and Gauntlet going for Cyclops and Phoenix. They all had their part as laid out for them by Dr. Essex and Magnum and each one of them seemed ready to carry it out to the bitter end. But despite this…Shadow Cell refused to let them stand in their way. They were so close now…So close to finding the truth. But these four well known killers didn't look as though they were going to make it any easier for them.

"Time to get the party started!" said Gauntlet as he reached Cyclops and Phoenix, both of whom were once again on their feet, "And lucky me…I got a couple of love birds!"

"Keep talking, pal! Maybe somebody will throw you a peanut!" said Phoenix as she and Cyclops held their guns and knives in a ready position.

However, upon seeing this, Gauntlet simply scoffed at them, for they were still as clueless as ever. After what Dr. Essex had told them, it was quite a shame that they were still so ignorant…But that didn't really bother him. He had a job to do and he sure as hell was going to do it.

"You think bullets can hurt me?" he said, showing the two mutant soldiers his oversized, armored hands, "Go ahead…I dear you to shoot me!"

Upon seeing this, both Cyclops and Phoenix quickly got the message. If he was that confident he could block their bullets, then chances were it wasn't a bluff. This guy was definitely no GURSO soldier or run of the mill mercenary…No, he was a mutant…And the rule of thumb in their minds was it took a mutant to beat a mutant.

"Hmm…Essex was right about you kids…You are predictable!" he taunted upon seeing them put their weapons away.

That only seemed to make the two soldiers more enraged as the sting of Dr. Essex and his betrayal quickly set in. But this didn't seem to worry Gauntlet in the slightest…For they were still pawns and no amount of anger could change that. It was only a matter of playing their collective part now…And he was NOT going to fail in his.

"You're going to wish you sat this one out…" warned Cyclops, using his powers to make parts of his body glow menacingly while Phoenix engulfed herself in flame, "This is just between us and Dr. Essex."

"But if you insist on being in our way…" said Phoenix, clenching her fists in determination.

"Believe me you little punks…There's no place I'd rather be," he said with a grin as his cybernetic eye analyzed the situation and gave what he needed to formulate an effective plan.

Then, not wanting to continue any further with the witty banter, Cyclops unleashed a powerful burst of energy from his hands…A burst he hoped would end this fight before it even began. However, Gauntlet had other ideas as he easily avoided the incoming blast and leapt off to the side.

"Is that all you got, kid!" he taunted, "Come on! I haven't even broken a sweat!"

Then, as soon as he was back on his feet, he grabbed one of the many barrels littered throughout the area with his super strong hands and hurled it directly at his adversaries. Instinctively, Phoenix used her telekinesis to stop it in mid air…But this temporary lapse was all Gauntlet needed as he charged forth, punching through the barrel and landing a heavy blow to the young redhead, sending her flying with force greater than she had expected.

"Phoenix!" yelled Cyclops upon seeing his lover hit by the renegade merc.

However, this concern for his soul mate caused him to lapse as well as he turned to see if she was alright…Leaving Gauntlet with another opportunity to land a decisive blow.

"Come on kid! You gotta do better than that!" shot Gauntlet as he struck Cyclops right in the gut, causing him to keel over as a result, for the force was greater than he had expected.

Cyclops quickly tried to respond with a counter maneuver, but Gauntlet had seen it coming and quickly fought back with yet another attack…This time grabbing his arm and pulling him into a death grip. However, upon feeling this…Cyclops saw an opportunity to change the odds in their favor.

"You just made a big mistake pal!" he grunted as he focused his mind and began tapping a large amount of energy in the air around him.

Immediately, his body began to glow a bright ruby red color and Guantlet was quick to take notice of it. The intensity and power was too much for him to handle and even though he tried to maintain his grip, the sheer force of Cyclops's power was enough to knock him back…Leaving him vulnerable for a change. And now that they had their chance, Cyclops and Phoenix stood ready to end this decisively before it held them back any longer.

"Now it's my turn!" said a now fully recovered Phoenix, her body still engulfed with flames as she flew through the air at high speeds, forming a large fireball upon her fist.

Then, as Gauntlet was about to get up, he was hit with a heavy blow as Phoenix put a load of heavy telekinetic force behind her strike while also using her fire powers to char his skin like a roast chicken. Immediately, Gauntlet felt the impact.

"Argghhh! You little brats!" he spat as he prepared to tear them limb from limp with his super strong hands.

"If only we had a nickel for every time we heard that…" said Cyclops, not giving him a chance as he fired off another optic blast…This time nearly knocking him out in the process.

And with that final blow, Cyclops and Phoenix stood triumphant before the raging Gauntlet. He was still groaning from the impact of the blast, but it was clear he was out of the fight and the two soldiers of Shadow Cell would ensure that it stayed that way.

"You okay?" said Cyclops as he turned to his comrade and lover.

"I'm fine…" she told him, rubbing the blood off of her face and using their link to assure him of her condition, "Can't say the same for this guy though."

"So what do you want to do with him?" he asked, knowing they couldn't just leave him and give him a chance to come after them.

"Well for one…I'm going to use my telepathy to make sure he's out long enough for us to do our job," said Phoenix, "But in addition…I think we should also take 'other' precautions to make sure this guy doesn't present as much of a threat."

"Right…And I think I know just how to do it…" said Cyclops as he took out his knife while Phoenix restrained the still groaning merc.

"You read my mind babe…" said Phoenix with a slight grin as they proceeded to finish up what they needed with the super tough merc before heading over to meet up with their comrades.

Over with Bullseye and the Scarlet Witch, both fighters looked pretty confident in their odds. Bullseye knew the kind of fighter he was up against and for the first time in quite a while, he felt as though he finally had himself a challenge. For so long now, the only person who he could ever really have a decent fight with was Daredevil…Everybody else were just targets. But in the eyes of the Scarlet Witch, it was he who was the target…Not her. And judging from the way he carried himself, he was no pushover.

"So you're the Scarlet Witch, huh?" he said, holding several knives in each hand, "I have to say…I was expecting more."

"Then we're even, Bullseye," she said in response as she took out both her guns, which she affectionately referred to as 'the twins.'

"Hardly…" he quipped as he took a fighter's stance, ready to do his part for Magnum and Dr. Essex as he had been instructed, "So you affect probability…Big deal. It only works if there's the faintest of a chance. And me…I'm 100 percent baby!"

"We'll see about that…" said the Scarlet Witch menacingly, thinking this guy was way too overconfident for his own good.

Using her gun slinging skills that she had spent so much time mastering over the years, the Scarlet Witch did a standard quick draw maneuver and fired off several shots directly at his heart…However, Bullseye didn't even try to avoid them…Instead, he just let the bullets harmlessly impact his suit, which he had outfitted with enough layers of Kevlar and body armor to deflect the impact of any bullet that came his way.

"What? Is that all you got, kid?" he taunted as he took a menacing step forward.

"Hmm…Body armor," she said, her combat experienced brain quickly going into affect, "Alternating layers of Kevlar and tungsten titanium alloy with a porcelain covering and memory metal technology."

"Smart girl…" he said with a grin, "Sounds like you do your homework. And they say the school systems are failing in this country."

"I do more than that, pal!" shot the Scarlet Witch in response, not deterred in the slightest, "You're body may be armored…But let's see how tough that face of yours is!"

Once again, she prepared to take aim…But this time, Bullseye was ready for her and quickly ducked away from the shots. And before she could even get two shots off, he used his super accurate aiming skills to throw two of his knives directly at her hands…Immediately hitting her guns and knocking them out of her grip.

"Now it's my fight, girly!" he taunted once again as he held his super sharp knives in his hands, ready to end this fight right then and there, "Essex and Magnum told me a little about you…Pretty sad story. I'll bet your one of those psycho killers who loves the heat of battle…Yet goes in each time wishing for death in hopes of ending it all."

Such words stung more than the young mutant was willing to let on, for she knew Bullseye was trying to psyche her out…And unfortunately, it was working. Her powers were simmering beneath her flesh, ready to dissociate this guy on the molecular level…But he remained as confident as ever, not once showing any signs of concern.

"You may think I'm crazy…" he continued to taunt, "But then again…I'm not the one who ended up in an insane asylum!"

"Errrahhh!" yelled he Scarlet Witch as she unleashed a barrage of hex bolts at the trash talking mercenary.

However, her blinding rage had affected her aim and Bullseye's agility allowed him to easily dodge each burst. He could tell he had struck a chord with her. Her angry cries were hint enough of that. But now he sought to make his move…Ready to end this right here…Right now.

With a skilled mid-air summersault, the deadly, ruthless fighter saw his opportunity and threw two more perfectly aimed knives at the Scarlet Witch. Instinctively, she used her hexing powers to divert them…Only Bullseye had managed to compensate for that and the way she deflected them didn't stop them from leaving their mark as one grazed her neck while the other took a pretty deep gouge in her leg just below her knee.

"Ahhhh!" she yelled as she keeled over and fell on one knee, temporarily halting her hex assault.

This seemed to play directly into Bullseye's hands, once again feeling victorious and confident. No matter who he faced, it was only a matter of inevitability…For as his name implied, he NEVER missed his target. And with a chance to end it here…He was prepared to show this inexperienced little girl what being a mercenary was all about.

"You're out of your league, kid…" he taunted as he held two more knives in each hand, ready to use them to end their little squabble once and for all, "You're playing with the big boys now! You say you want to know the truth? Fine! I got a truth here for you…It's over!"

As much as her deep cuts still hurt, the Scarlet Witch wasn't about to accept defeat yet…Not when they were so close. Then suddenly, as looked back upon the face of the deadly killer…She saw her chance to end it all. And even if his words had stung more than his knives…She refused to let them go unanswered.

"Fuck…You!" she spat as years of experience kicked in and she grabbed her knife and in one quick spin move, threw it directly at the head of her attacker.

Her sudden burst of movement had surprised Bullseye for only a fraction of a second…But it was a second too long as his overconfidence caught up with him and he was unable to avoid the incoming knife as it impacted directly on the bulls eye mark on his forehead. The look of shock on his face was suddenly frozen in it's place as his body stood paralyzed at the sudden impact. It was a look the Scarlet Witch took a great deal of triumph in as she got up and walked over towards the unmoving mercenary in a victorious stride.

"Here's a little advice for you, Bullseye…" she said as she ripped the knife out of his head, causing some of its contents to come spilling out, "Never put a target on your head."

Then, as Bullseye's body went limp, the Scarlet Witch put her knife back in his case and gathered her guns. Even though the cuts from Bullseye's knives still stung, they would not slow her down in the slightest. Her comrades needed her…Vincent needed her…And she was NOT going to let them down.

Over with Wolverine and X23, they were now facing the ever obnoxious, yet ever deadly Deadpool. Facing these two was something the ever twisted merc had been looking forward to. Upon hearing about them from Magnum and Dr. Essex, it only seemed to sweeten this little gig…For as crazed as his mind was, he never forgot where he came from and how he got to where he was now. And whether they liked it or not…Wolverine and X23 were both a part of it.

"Boy did you two take a wrong turn," laughed Deadpool with both his katana's in hand, ready for combat, "But I have to say…I'm glad I finally get a chance like this to skin you two alive!"

"Sorry…But I find it a little hard trying to take a guy who sounds like he came from the nuthouse and wears clothing like that seriously," said X23 as she drew her claws in preparation for battle.

"Ooh, you got a quick wit girly!" said Deadpool, who seemed all the more motivated as he prepared to tear into the two living weapons, "Maybe if you were a little older, you and I could get together and test the limits of our healing factor together! Just think of the records we could break!"

After that, Wolverine had heard enough. The more this guy talked, the more he wanted to shut him up. He may have been annoying…But he was clearly crossing too many lines. Although that didn't seem to bother him given his twisted demeanor…It would definitely make this fight interesting.

"Enough bub!" growled Wolverine with his claws drawn and ready for combat, "If you won't shut that mouth of you then I'll just have to shut it for you!"

"Bring it on badger boy!" said Deadpool, grinning under his mask, "Let's have some fun!"

Both Wolverine and X23 both attacked together, looking for a quick and decisive blow to end this battle before it even began. However, as crazed as Deadpool was, he still had a lot of skill when it came to the arts of combat and he made that clear early on.

With the force of two former living weapons lunging at him, Deadpool quickly used their momentum to his advantage and somersaulted off to the side. While Wolverine needed a moment to shift his body, X23's nimble form was quick to counter the mouthy merc's move and tore into him with a barrage of horizontal slashes. However, Deadpool managed to counter each and every one of them, showing a surprising level of skill and stamina.

Soon, Wolverine joined in the fight as well, but Deadpool kept up with them every step of the way, laughing manically the whole time…Almost as if he was enjoying this. Such actions gave him a psychological edge in combat and it had often been a key factor in his survival as a deadly mercenary…And this instance was no exception.

"Ha ha! I knew you two wouldn't disappoint me!" he said over the sound of clashing metal, "Keep it up! I could go all night!"

"Err! Do…You…Ever…Shut…Up!" growled Wolverine, through each slash that connected with Deadpool's swords, which also seemed to be made out of a super strong alloy that their adamantium could not cut through.

"Only on weekends!" he taunted as he hit Wolverine with a heavy drop kick, knocking him back but not knocking him out.

"Then I guess I'll just have to cut out those fucking vocal chords of yours!" shot X23 as she attempted a stabbing motion right towards his throat, but Deadpool was quick to counter this as he grabbed her arm and spun her around, throwing her off to the side alongside Logan.

Deadpool continued his rather disturbing laughter…Sounding as though he was growing increasingly twisted as the fight continued to progress. It was a disturbing sight even to those of experience, but given the circumstances, Deadpool knew something like this was going to happen…And he wanted to make sure that these two would be right in the thick of it.

"That's some mouth you got, girly," he commented in between laughter, "But…Like father like daughter I guess."

That got a bit of a reaction out of both of them…A reaction that struck deep at their very core. It was clear through the expressions on their faces…It was evident through their respective histories…And it was something Deadpool seemed to pick up on.

"You peeps are great…But I'm getting a little nuts here, so let's make this quick!" he said, taking a battle stance once again, "Not to sound like Lex Luthor here, but…I've been waiting a long time for this! It's because of you two I'm still alive and kicking!"

"What!" shot Wolverine as he and X23 got back up, ready for another round, "You're crazy!

"No shit Sherlock," laughed Deadpool, "But I'm only as crazy as Weapon X made me! In a ways, I guess I should give you both a great big hug because if it wasn't for a bunch of pricks trying to recreate the original project, I would've died of cancer a long time ago. But I didn't…I went through a little procedure that gave me a healing factor, and now here I am feeling like a million bucks! Even though it messed me up in the end…It still saved my life!"

"So then why do you want to kill us?" growled X23, who had just about had enough of secret projects trying to make a living weapon for one lifetime.

"Good question mini-Wolvie…Why don't I show you?" he said with a grin.

Then, in a scene right out of a horror movie, Deadpool removed his mask to reveal an appearance that would have sickened even the most hardened warriors. His whole face looked like one giant scab…Yet still, he laughed like the twisted merc he was at heart. And upon seeing the priceless looks on their faces, getting pretty much the exact reaction he wanted…He felt it was time to finally end this once and for all.

"Boo…" he taunted with another laugh, "Ready for the final round where the stakes are doubled?"

"Err…Bring it on scab boy!" growled X23, not letting his appearance deter her in the slightest, "When I get through with you, that face of yours will be the least of your problems!"

"Ooh…Feisty! You sure know how to make em Wolverine!" he said in response.

Not wanting to give this guy any more chances to psyche them out with his obnoxious behavior, Wolverine and X23 tore into the skilled merc simultaneously. This time…They didn't hold back. However, as crazy as Deadpool was, he wasn't stupid. The psychological edge he had kept him one step ahead of them as he quickly managed to divide their attacks, focusing on X23 first and then Wolverine. He used quick, effective maneuvers to knock them back, taking his time to gradually wear them down.

However, the longer he fought, the more twisted he became. One of the major side affects of his condition was that sometimes he would black out in the middle of a fight and go on a major rampage, not remembering anything about what happened afterwards. And when that happened…He wanted to make sure that he would be completely focused on these two so as to make himself as deadly as possible. Like the others…He had a task to carry out and even though he was twisted, he was still very good at what he did.

But…As good as Deadpool was, the two former living weapons eventually did pick up on his style. And after studying many years of CQC, X23 knew how to analyze and counter when it came to a tough foe. Deadpool had made it clear early on that his stamina was his greatest weapon, so he could carry out quick and decisive blows in short order without tiring. Yet this speed also opened him up in some areas…Particularly when it came to his narrow field of focus. And as soon as X23 realized that, she made her move.

"Laugh at this asshole!" she growled as she did a quick spin move, narrowly avoiding a major attack from his katana's and quickly plunging her claws into his chest in an area directly over his lung.

This temporarily stunned the foul mouthed mercenary, giving Wolverine an opportunity as well as he added a blow of his own…Plowing his claws into his back right below his neck. Immediately, Deadpool began to feel it coming on…The pain seemed to only fuel the madness in his mind as he began quivering uncontrollably. It was a reaction that both Wolverine and X23 were forced to take a step back from as they watched the crazed killer descend into the depths of true madness.

"Ooh…Hang onto your butts kiddes…Here it comes!" he said as his healing factor kicked in and the expression on his scarred face turned to one of complete insanity, "Oh yeah! I feel it! YEEAHAHAHAHAHAHAHA!"

The conscious part of Deadpool's mind had shut down…He was in full blackout mode as he lunged forth and tore into the two former living weapons. His speed, drive, and stamina were all seemed to culminate as he slashed, stabbed, and cut his way into the two living weapons. However, as crazy as he was now…That didn't make him any more effective. Wolverine and X23 managed to block his attacks every step of the way…But they were quickly being driving back and given no chance to counter.

Deadpool had truly gone insane as he laughed and slashed like a madman. His stamina showed no signs of weakening and soon, both Wolverine and X23 found themselves backed into a wall. And once he had them where he wanted them…Deadpool made his first move…At X23.

"DIE!" he yelled like a madman as he finally managed to plunge his katana into her shoulder, just missing her neck.

"AHHHHHHH!" she howled in response.

This howl seemed to set Logan off as well, who was through playing on the defensive. This guy was crazy…No doubt about it. But once he hurt X23…Something within him just took over and he went straight for the giant scab he called a face.

"ERR! Take this chicken shit!" he yelled as he avoided one of his incoming stabs and pounced the menacing merc, plunging his claws directly into his head.

Immediately…Deadpool's body went limp…And the laughter finally stopped. There was no expression of shock or anger on his face…Only one of lingering madness. He kept on laughing to the bitter end…And now, that expression seemed permanently plastered on his face as Logan pulled out his claws and let his body fall limply to the ground.

Both he and X23 needed to catch their breath after this one and as soon as he was able, Wolverine went straight for the girl who bore his flesh and blood and helped her up with a look of concern not unlike that of a parent.

"Are you okay, kid?" he asked her as he took a look at the stab wound on her shoulder, which was already healing thanks to her heightened healing factor.

"Yeah…I'll be okay," she told him, remaining somewhat stoic, but managing to slip a little gratitude into her words.

As he looked back at her, the Wolverine couldn't help but smile…For she was every bit as tough as she made herself out to be. It wasn't at all unlike himself…Grunting through the pain and working through sheer determination and drive. It was an odd moment for the both of them…But it all seemed to be defined by one feeling…Pride.

"Come on…" said X23, not letting a mere stab wound slow her down, "Let's keep moving."

"Right behind you, kid!" said Logan with a wolfish grin as they turned around to meet up with the others.

Yet as they left the unmoving body of Deadpool behind…They did not see notice that he was starting to twitch. His healing factor was kicking in…His body was already on the path to recovery. And while he wouldn't remember what happened…He would remember enough. But even as he recovered, he didn't go after Wolverine and X23…Instead, he just made his escape. He had done his job…He had done exactly what Dr. Essex had laid out for him. He was still laughing to himself as he slowly made his escape, for he took comfort in the fact that he knew something they didn't. Now it was all on those two…And whatever happened next would all depend on them.

In the center of the room where the explosion had been most severe…Only two fighters stood over the rubble in preparation for battle. These were the two skilled warriors that bore the power of invulnerability and embodied raw strength and power. One was a Russian born super soldier…The other was an orphan from Canada who only sought the truth. Both were determined to carry out their role…Both were determined not to let anything stand in their way…And both were willing to fight till the bitter end.

"You are out of your league, boy…" taunted Omega Red in his deep, Russian accent, "This game is not for lads such as yourself…Driven only out of the desire to leave the past behind…Wanting nothing more than to forget."

"I take it you had a little chat with Dr. Essex…" said Mayhem in a low, menacing tone as he held his knife and gun in a ready stance.

"Indeed…And my did he have a lot to say," grinned the Russian super soldier, confident in his psychological edge since he knew something Mayhem didn't, "He told me quite a bit about you boy, and I must say…I'm eager to see just how well you live up to that name of yours."

"Care for a demonstration?" grunted Mayhem with a determined tone.

"Please…I insist," grinned the Russian super soldier, his metal tentacle thrashing about, ready to tear into the boy without mercy.

Mayhem made good on his word…Starting off his attack with a few well aimed rounds from his gun. And as he had suspected, Omega Red's tentacles were made out of a super strong alloy that his bullets had no effect on. But this didn't deter him in the slightest, for he intended to use this against him as he used his super speed to put his gun and knife away and flew through the air at breakneck speeds directly at the Russian super soldier, using his blocking motions from the bullets as a means of distraction to make his move.

However, Omega Red was quick to pick up on this and quick to counter, using one of his tentacles to grab the boy in mid air and throw him into one of the walls nearby. His beloved Tsarina had been right about her students…They knew how to fight. Unfortunately, they still seemed to lack the capability that warriors such as himself enjoyed.

"You'll have to do better than that, boy!" he taunted as Mayhem quickly got up and took to the air again.

With a determined grunt, Mayhem zeroed in on the menacing mercenary and began focusing on the tentacles now as he made a few quick maneuvers to avoid them. However, that proved to be tougher than he thought, for Omega Red seemed to have a tight level of control over them and managed to bind him again in a death grip that would have crushed a normal human being…But only brought pain to the invulnerable body of Mayhem.

"Pathetic…" he continued to taunt as he tossed him off to the side again, further enraging the young soldier as he once again prepared to attack.

"You're going down asshole…" he said in a low, determined tone, "I don't care who you are or why you're doing this, but I'm NOT going to let you stand in my way! I have to know the truth…"

"Boy…If you knew the truth, trust me…This fight would have already been over," said Omega Red cryptically as he once again launched an attack upon the young man who was proving to be every bit as invulnerable as he was.

Such words, however, only further drove young Vincent Freeman as he continued to launch attack after attack, landing a few heavy blows upon the Russian super soldier, but unfortunately, his body was just as invulnerable as his. The damage they caused one another wasn't great, but since Omega Red landed more blows, he quickly began to wear him down.

The more they fought…The more determined Mayhem became. With each shot of pain, he remembered those images that still haunted him with the Prodigy Project. And ever since he learned that Dr. Essex was behind them…They had reached a new level of meaning and hurt. But it wasn't just that…It was also the orphanage that he once called home. It had been destroyed…All because Dr. Essex wanted him. His home and all those innocent children had died just because of some madman's greed…And he was not about to let that go unanswered. He owed Father Michaels, Mr. Kansuke, and the rest of those innocent kids that much.

However, as determined he was, Omega Red gave him little chance to unleash his rage as he kept with his attacks…Using his super strong tentacles to hit, bind, and toss the young soldier about like a rag doll. It was almost fun in his mind…Inflicting such great punishment on someone who had attempted to harm his beloved. And he intended to do exactly as he had been ordered…For his dear Magnum, he would pay any price.

"You are a good soldier, boy…" he said as he once again bound him in his tentacles in another death grip, "But you are no warrior. You are just a scared, lost little boy too haunted by his own past…It's really sad. And worst of all…You tried to strike my beloved Tsarina…You tried to hurt Magnum. And for that…you must pay."

"AHHHHH!" yelled Mayhem as he felt the tight grip of the tentacles around his body.

Then, upon hearing his yells, Omega Red once again threw his body towards one of the walls…Only this time, it was with much greater force and he actually penetrated through several corridors…Ending up in a room he had never been before…Magnum's.

But when he got up, his body still stinging from both the impact and the words that had struck him down to his very core…Something caught his eye…Something that both enraged and encouraged young Vincent Freeman to a whole new level.

"My God…" he said as his eyes fell upon a small mount on the wall just above Magnum's bed, "I don't believe it…"

Before his very eyes stood the sword of Mr. Kansuke…The sword he kept in his dojo and bore with pride. He remembered how Mr. Kansuke always used to tell him and the other orphans tales of the samurai and ancient Japan passed down to him through countless generations of noble warriors. Now…Here it was…The relic that embodied everything that Mayhem had come to so greatly treasure.

Part of him grew only more enraged…For it proved that not only was Magnum behind the fire that destroyed the orphanage…He was also behind Mr. Kansuke's death. She and Dr. Essex had taken so much from him…Yet at the same time they had given him so much as well. But it was all lies…All deception. They lied to him and to the rest of his comrades…And now they sought to find the truth. Whether or not they would find what they were looking for was one matter…But as Vincent Freeman took the decorated sword in his hand…He knew he had one small piece of truth right here.

"Father Michaels…Mr. Kansuke…" he said to himself, knowing that somewhere out there, they could hear him, "This is for you…"

Back out with Omega Red, his confidence was growing as Mayhem didn't seem to arise as quickly from his latest blow. It was a sign to him that he was beginning to falter…A sign he couldn't help but laugh at in some ways because it showed just how much stronger he was when it came to the spirit of the warrior. And once he finished his job…He could finally go after his sweet Tsarina…And they could be together again, ruling the motherland as was their density.

"Come on out boy!" he taunted, his tentacles ready for the final round, "It's time to end this! No more taunting…No more obstructions…Just one more fight! One more to end it all and you shall finally have your precious answers!"

Then, as Omega Red was prepared to take down Mayhem once and for all, he heard a loud war cry coming from the hole that he had thrown him through. Immediately, Omega Red took his stance…But was in for a rude awakening as he saw a speeding Mayhem flying out of the hole, the sword of Mr. Kansuke now firmly in his hands.

Omega Red quickly went for what he hoped would be his death blow…But this time, Mayhem proved to be too fast and managed to narrowly avoid his attacks…Leaving him with one clear shot. And with his window open to him, Mayhem quickly took it…Speeding directly towards the Russian super soldier with his sword in hand. Then…In one quick, fluid motion…The young soldier plunged the sword directly into Omega Red's left eye…Instantly penetrating the soft flesh.

"Peak a boo motherfucker…" taunted Mayhem as Omega Red's body quickly tensed and his tentacles went limp.

"No…" he choked out.

But Mayhem didn't show any mercy towards the deadly super soldier as he twisted the sword in his eye socket…Causing the contents of his head to come flowing out. And then, with one more quick motion…He did the same to the other eye, plunging the sword right into the iris and penetrating directly into the contents of his head. Omega Red may have been a super soldier…But without his eyes, he was just freak show with a couple of tentacles for accessories.

"I'm not just a soldier…" he said to Omega Red as he stood victorious over him, "I am a warrior."

Then, as Omega Red's body fell to the ground, Mayhem put the shining sword back in it's case and hitched it over his back…Wanting to keep this sacred relic with him until the bitter end.

Then, as he stood over the unmoving form of the Russian super soldier, his comrades met up with him near the blown security barrier that led towards their final destination…Dr. Essex's lab. Naturally, the Scarlet Witch was quick to make her way to Mayhem, for she could see the conflicted look on his face after what Omega Red had told them. And as always…She was there for him.

"Mayhem…" she said as she found herself standing close to his warmth, running her hands upon is beautiful face, "Are you okay?"

Looking back at the woman who had given him so much hope in the past, Mayhem actually managed to smile. Even in this most darkest of moments…She could still get him to smile. That alone spoke volumes about how much she meant to him. And even though some, namely Wolverine, seemed inclined to comment about it…Cyclops, Phoenix, and X23 quickly dissuaded such things…For they knew all too well that this was something only they shared…And it was not their right to interrupt.

"I'll be okay…" said Mayhem, finding a great deal of strength in her gesture.

Just then, the rest of the X-men came running into the area, quickly drawing their attention as they all now stood poised to enter what was sure to be the final round of this most deadly of games.

"Wow…What happened here?" said Shadowcat as she looked around at the destruction all the fights had caused.

"Do you five do this to EVERY place you come across?" commented Psylocke.

"Comes with the job…" said Cyclops who now had Gauntlet's cybernetic eye in his hand, which he and Phoenix had cut out in order to ensure that he wouldn't be a problem.

"Yeah…Some job," muttered Gambit.

"Like we said before, this line of work is not for the faint of heart…" said Mayhem as he and his comrades now stood ready to storm the final corridor, "And trust me…What you've seen so far is just a prelude. Our final destination is just ahead of us…"

"Well then…" said Phoenix as the final path now lay opened to them, "Let's not keep Dr. Essex waiting."

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AN: Ooh! It's getting so heated! Now that the mercs are out of the way, that leaves only one more foe to take care of…Dr. Essex. The stunning culmination of every conflict lies just up ahead and you won't want to miss it! The truth is there and just waiting for them! Will they like what they find? Or will it only make things worse? Stay tuned to find out as the world of Shadow Cell finally comes to ahead! So what do you all think? Has this story been a good read so far? I urge you all to tell me what you think! Send me your feedback directly via email or post it on the fanfiction website! I don't care which you do as long as you REVIEW! Thanks a lot for reading everybody and I wish you all the best!

STRIKE WHILE THE IRON'S HOT! REVIEW!


	44. The Truth

**Sinister Soldiers  
Chapter 44: The Truth**

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The two teams once again converged for what seemed destined to be the final leg of their journey. The X-men sought their friend…Shadow Cell sought the truth…Both of which lay just ahead. They had punched through an entire army of GURSO, blown away the Colonel, and fought four of the deadliest mercenaries in the world. Now…Only one more obstacle remained…Only one more foe stood in their way. He was the man responsible for pulling all the strings…He was the man that had in his hands that which they were all seeking. He knew the truth…He had the knowledge that they were striving to know. And finally…Nothing was standing in their way.

After they converged, they quickly found that the battle was taking it's toll. Some of the X-men were beginning to show signs of injuries. Warren's already tender wings were drooping after being hit with a blast that sent him falling to the ground. He was also holding his shoulder, hinting that's what he fell on. He was leaning on Betsy, who had a rather nasty looking bruise on her head, probably from a blow from the butt of a gun, but it looked as though she fared better because of her ninja skills.

Kurt and Kitty were also not looking too good. Kurt was limping, clutching a wound on his leg where a round had grazed. It looked pretty nasty, but he was hanging in there. Kitty was helping to support him, but she too seemed to be a bit slow…Probably because she tried to phase through those blasters again and it drained her as a result. Plus, she seemed to be clutching her arm, hinting that she may have been hit or caught some shrapnel.

Remy seemed to be keeping up, but there was some blood trickling down his face. That and his uniform was a bit torn up, hinting that there were probably bruises underneath. But he was tough and had endured heavy pain before, and as long as he kept thinking about Rogue. He set it aside. Mystique seemed to do the same, not showing any injuries she had suffered and mainly covering them with her shape changing abilities that helped her heal. She had been in enough situations like this before to know how to deal and for that she had an advantage.

Even Ororo, despite her strong powers, couldn't escape injury. At one point, she was hit with some shrapnel from a GURSO grenade and she was forced to shield her face, allowing her arms to take some pretty heavy bruises. It also mangled her uniform somewhat, but it was nothing she couldn't repair later as she remained strong enough to press onward, choosing to worry about such things later.

Shadow Cell, however, seemed to bear the most battle scars since they led the way. X23's uniform was already noticeably torn up from some of the round she took, most notably the one she bore for Logan. Wanda still had a few marks and gashes from her fight with Bullseye, but they were nothing she couldn't handle. Scott and Jean had the same form Gauntlet, only Jean arm and shoulder were a bit sore and she had a few cuts and scrapes here and there from shrapnel. Scott had all this and more since he didn't have telekinetic shielding powers and his uniform definitely showed it with some of the gashes he got from shrapnel and bullets, but he knew such things would heal. Their enhanced bodies would take care of that. Vincent's invulnerable form kept him from showing marks, but his uniform was practically mangled from some of the shrapnel and rounds he took for his comrades.

But injuries aside, they could worry about those later. Right now, they had only one thing and one thing only on their mind…Dr. Essex.

"Come on, X-men! Hurry!" urged Cyclops as he and his comrades led the others down the hall towards Dr. Essex's lab, "The lab is just up ahead!"

"And are you sure he's there?" asked Storm who was staying close to the front along with Wolverine and Mystique.

"Positive…" affirmed Cyclops in a confident tone, "Trust me…There's no other place he could be."

"Good enough for me," said Mystique, still holding her Patriot in a ready position for anybody who dared to slow her down, "As long as this prick still has my daughter…There's not a force on the planet that can keep me from getting her back."

"Don't worry, Ms Darkholme…" said Mayhem from just up ahead of her, "If I know Dr. Essex like I think I do…She's probably right there beside him in some form or another. If we find him…We find her. Plain and simple."

"You consider THIS plain and simple?" said Shadowcat, already feeling short of breath from all the running and still struggling to hold Kurt up as he kept limping.

"What? Honestly, how many times have we told you guys that this wasn't going to be some cake walk?" said Phoenix, ready to take whatever Dr. Essex had to throw at them next.

"Yeah, you're in the big leagues now, X-men," added the Scarlet Witch, "This is the world of lies, trickery, and deceit that we live in…Either it kills you slowly and painfully…Or it makes you stronger than you ever thought possible."

"Man…De things I do for, Rogue," mused a very sore Gambit, remaining determined not to let ANYTHING stand in his way from getting her out.

"I hear you, mien friend…" said Nightcrawler in agreement, still limping along the way, "But the sooner ve get her out…The better."

"Right…But just be ready for anything," said Cyclops as they neared the final security doors, "If there's one thing we've learned from spending nearly a decade in this place…It's that Dr. Essex has a knack for deception."

With those words in mind, they prepared to knock down the final door separating them form their final goals…Only, what happened next was something that even surprised Shadow Cell. This time…They didn't need to blow down the door or force it open with brute strength…This time, it simply opened. There were no codes entered…No keys used…It just opened without provocation.

"What the?" said Wolverine, immediately growing suspicious.

"Wow…That was convenient," said Psylocke.

"Too convenient…" grunted X23, knowing that there had to be more.

"Right…Keep your guard up guys," said Mayhem, holding his gun in one hand and the sword of Mr. Kansuke in the other, "Something tells me we're expected."

Slowly and carefully, the two teams entered the vast lab area…And much to their surprise, it was completely silent. Unlike the rest of the building, the lab was deep within the structure of the base and ran on an independent power supply, so it wasn't affected by the tremors or the power surges from the battle outside with Magneto and Asteroid M. But that only made it more likely that Dr. Essex was here…He was just hiding behind a veil of lies as he always had.

Deeper and deeper, they made their way into the lab which was usually swarming with over a hundred people. And for Shadow Cell, it was a strange, if not disturbing, feeling to have it so quiet. They were expecting some sort of trap to be sprung at any minute…But with ever step they took, no such traps were activated. Yet still…That didn't stop the chilling feeling they got in their bones with every inch of progress they managed to make.

"Man…Am I the only one not totally creeped out by this place?" said Nightcrawler, thinking they had already been here too long.

"Don't worry…You're not alone," said Angel, thinking they were walking right into a horror movie of sorts.

"Yeah…I'm officially wierded out," said Shadowcat, "But I'll bet Beast would have a field day with this place."

"No kidding…" said Psylocke as she looked around at some of the machinery throughout the lab, "This stuff looks pretty advanced."

"Yeah, I feel as though we've either walked into a nightmare or we've stumbled onto a movie set for some creepy Sci Fi movie," said Nightcrawler.

"All of you be quiet!" shot Cyclops from the front, wondering how kids like this could have survived this long in the peacekeeping game, "There's no telling what Dr. Essex has done here!"

"Homme…Look around," said Gambit, getting impatient, "Dis whole place is deserted!"

"Don't assume the obvious with this guy, Cajun," said the Scarlet Witch in response, "Trust us…This guy is full of surprises."

"Well Gambit don't see no surprises yet," he said, looking around, thinking they were just wasting time while Rogue was somewhere suffering, "An' besides…Y'all said yourself, dis guy is one tricky homme. What's to say dat he's even here and not somewhere far away so he can…"

However, Gambit did not get a chance to finish his sentence as what happened next pretty much shocked all of them into silence. At first they hadn't seen it…But as soon as they crossed a certain point, an invisible infrared barrier was broken and a hidden trap was sprung.

In a blinding flash…A wall of translucent blue light shot up from the floor from hidden projectors…Creating an impeneratrable barrier right down the middle of the lab. It had been activated in a way so that the X-men and Shadow Cell were now completely separate.

"Shit! I knew it!" said X23, her keen senses detecting the sensor only after it had been broken.

"Damn! What is this thing?" said Wolverine as he tried to punch through it with his claws with no successes.

"Electromagnetic binary fusion powered translucent energy barrier…" said the Scarlet Witch, knowing all too well what this was.

"And in English that would mean!" said Psylocke angrily as she frantically tried to punch her way through the barrier with her psionic blades

"It's a very powerful shield…" she responded simply, trying to use her hexing powers to break it with little success, "It's designed to imprison even the most determined foes without fail."

"Wonderful…Then how do we break it?" yelled Mystique, not wanting something as insignificant as an unbreakable barrier to stand in her way from saving her daughter.

Just then…A familiar voice came from out of nowhere to answer the shape shifter's question.

"You can't…" it said, immediately prompting the two teams to freeze as they scanned the area for the source of such a voice.

For Shadow Cell…It was a voice they knew all too well. It was a voice they once took so much comfort in over their years as soldiers…Now, it made their skin crawl with bitterness and anger. And upon hearing this voice…They knew right then and there that their quest to find their former mentor was over…And this was where their mission would end.

"Welcome my children…I've been expecting you," said the voice of Dr. Essex in it's usual calm, collected manner.

"Essex!" yelled Mayhem, firmly gripping his gun and sword, ready to tear into this man who had taken so much from him, "Show yourself!"

"Why…I'm right in front of you my child…Can't you see me?" he said, further confusing the five mutant soldiers.

Then suddenly…The area before them became wavy and disoriented. It was like a strange haze that distorted the light around them…And upon seeing this, it quickly dawned on them just what had happened. And just as they had feared…They had walked right into a trap.

"Holograms…" said Cyclops bitterly, sick of the lies, "I should've known."

"Yes, you should have…" said Dr. Essex in a taunting voice as the holograms continued to fade, "But I can't say I blame you…You'll find that I have a knack for deceiving both enemies and friends."

Then, as the images disappeared, Shadow Cell and the X-men gasped at what they saw. Now…Instead of empty, deserted lab…In front of them stood an ominous, elaborate machine with Dr. Essex casually standing beside it as if he had been simply waiting for them. Shadow Cell recognized parts of it as being the bio mutagenic accelerator…Only now it looked as though it had undergone quite a few enhancements. But what really made it stand out in the eyes of both teams was not the seemingly incomprehensible complexity of such a machine…It was the sight of the unmoving body in one of the tubes that really made it a truly ghastly sight.

"Rogue!" exclaimed Mystique as she pounded upon the barriers with her fists, letting out grunt after grunt of anger, "You son of a bitch! Wait till I get my hands on you! I'll…"

"Easy Mystique…" said Dr. Essex over her rage, "Your child is alive and well…For now. But unfortunately, I need her…"

"No! You sick bastard! Let her go!" shot Gambit, who seemed to be following Mystique's example as he frantically pounded upon the barrier alongside Nightcrawler, who was equally horrified at the sight of his unmoving sister floating unconsciously in the tube.

"I'm afraid that's not possible…" said Dr. Essex as he casually approached his proud creations, even as they had their guns pointed directly at him, "Her presence is necessary for this most glorious of moments. And if anything…You should be proud. For young Rogue here is about to become the medium for the greatest evolutionary step life has taken in the last three billion years."

"Proud!" exclaimed Nightcrawler, "You kidnapped my sister you asshole! You're crazy!"

However, this didn't phase him in the slightest…Instead, he simply let out an amused laugh. Even in the face of the five deadly soldiers he had trained so ardently and the group of super powered mutants that looked ready to tear him limb from limb…He was not afraid. For he knew he was holding all the cards now. Everything was in place now…His machine…His creations…Everything. He had waited a long time for this moment to come and now it was finally upon him.

But for the five mutant soldiers of Shadow Cell, it was anything but momentous.

"You son of a bitch…" grunted Mayhem with unbridled anger and rage, "You lied to me! I know the truth now! It was YOU who was behind Prodigy! And you lied to me! You lied to us! You USED us!"

"So…You found out about Prodigy," said Dr. Essex, his face contorting with a disgruntled look.

"Found out!" he shot in response, "You were behind the one thing that took everything from me! My name…My childhood…My family…EVERYTHING! And you never told me! You lied to me!"

He hadn't anticipated him knowing this and it did somewhat unnerve him because he was hoping to save that little tidbit for the very end. But as disconcerting as it was, it didn't really affect his plans…After all, it wasn't like it would change the course of destiny.

"Yes…Indeed I did, my boy," he said in an unrepentant tone, maintaining a stoic look on his face, "But it was but a necessary lie to maintain."

"So it's true…" said the Scarlet Witch, feeling her powers simmer with rage, for she had heard so many stories about that heinous project from Mayhem over the years that she couldn't help but feel angry as well, "You really were behind it…And you never told us."

"You lied to us…" said Cyclops, keeping his gun pointed squarely at the head of the man that had been like a father to them all, "You killed all those innocent children…You used us…Why!"

Even with the five powerful mutant soldiers standing before him with untold rage, Dr. Nathanial Essex paced about them as if he had nothing to fear. It was a strange, if not disturbing sight to both sides…But that's exactly what he seemed to be going for. In his mind…It was already over and no matter what his creations did, they could not change their destiny.

"I sense you have plenty of questions my children…" he said in a taunting tone, "You have been living under a veil of lies for so long that you are confused. Your world has been turned upside down and nothing is as it once seemed. And now…You seek the truth. This is your mission, is it not? To discover that which has been so earnestly kept from you all these years?"

The five mutant soldiers were silent for a moment…Not knowing what to do or think in this situation. They had been on countless missions before when they wouldn't have hesitated to pull the trigger and end it right there. But this was different…This was no ordinary mission. No…This was something much grander…Something they could have never imagined. Only Dr. Essex knew…Only he could possibly shed some light on their world. And for that reason…He knew they couldn't shoot him.

"But…Why?" said Phoenix, "Why did you do this? Why did you lie to us?"

Dr. Essex once again let out a slight chuckle upon hearing such words. It was just as he had predicted…It was just as he had foreseen. He needed no telepathy or foresight…Only intuition to understand what his most coveted creations sought in this late hour of their most glorious stand. He had been pulling all the strings up to this point…He had been making all the rules. And now…The final step of his greatest plan could finally come to pass. And for his creations…It was finally time they learn the truth about their destiny.

"My most glorious creations…" he said to them, his voice brimming with pride and joy, "You have no idea just how much you mean to me. You have no idea just how much you mean to this world. In the years since I came into your lives, you've seen first hand just how corrupt this world is. You've seen that it's all one big power struggle where the uppermost echelons of power impose their unyielding will upon the masses. They have bathed the entire planet in lies…From the dawn of civilization to the pinnacle of the modern era, mankind has done nothing but bring lies and deceit to this world."

"And what makes you any different!" growled X23, "You're just as much a liar as the rest of the world!"

"Ah…But you see, there is one key difference in my case," he said with a sinister grin, "For you see…The lies I tell are not in the same manner that the rest of the world operates. You know how it works…One group imposes their lies on society…Another group disagrees with them…Therefore, one group confronts the other and the stronger of the two survive and retain power. That's how it's been done over the ages…From despotism to democracy…That's how the world works. Only an elite few hold the power to impose such rule onto the innocent masses…But at long last, the ignorant minds of the world can finally break their chances of bondage and be truly free once and for all!"

Dr. Essex's tone was wrought with the anticipation, excitement, and idealism that had driven him for so long. Nobody…Not even his creations…Could possibly understand the dream that he had held so dear all these years. He didn't expect them to go along with them…But at this point, it wasn't like they had a choice in the matter.

"Mister…I don't mean to interrupt a madman when he's on a roll, but…You're crazy!" yelled Angel through the barrier, "You are in serious need of medication level crazy!"

"Am I?" he questioned, not skipping a beat in this most glorious of moments, "Is it crazy to want to free the world from living in a perpetual power struggle? Is it crazy to want to end all war, suffering, and ignorance to the innocent masses that live their day to day lives in a world of lies?"

"And how is using us as your guinea pigs going to do that!" shot the Scarlet Witch in response.

"Guinea pigs?" he said with a laugh, "You think this whole deceit means that you are guinea pigs? Oh come now my children…I thought I raised you better than that."

"Could have fooled me with all the shit you put me through when I was your little lab rat back in Prodigy!" grunted Mayhem in response.

"Indeed…" said Dr. Essex, not forgetting about the finer points for a second, "While my intentions may seem just…I cannot deny that some of my methods were indeed barbaric to some extent."

"Barbaric! You kidnapped innocent kids, stuck them in a cage, and watched them all die slow, painful deaths right before you eyes!" yelled Mayhem, his voice brimming with the pain and sorrow that still hung so strongly over his fragile being.

"It was a high price for the necessary data…" he said simply, showing little regret for his actions, "But for the success it brought…I'd pay it gladly many times over."

"Success?" said X23, growing all the more confused, "How can something that killed everybody who was a part of it be considered a success!"

"Because…It was through that project that Shadow Cell came to pass in the first place," he answered cryptically.

"What!" said Mayhem, growing increasingly confused by these revelations.

"But…How?" said Cyclops, not wanting to believe what he was hearing, but his instincts just kept telling him that there were no lies in these words.

"It's true my children…" he told them in a wise, almost caring tone, "The suffering of those children is what allowed this most glorious organization to come into being in the first place. At the time, the world of biotechnology stood upon a new threshold…One that could lead to a wealth of new discoveries for man and mutant alike. Yet so many of the higher ups throughout the world were too spineless and cowardly to pursue such advancements. They were too busy fighting each other to maintain their precious power…So I simply had to make due with what I could through both government and private investment. And it was through this that Prodigy was born. Even though the experiments were primitive and the side affects were detriment…It was a necessary step to take for the sake of advancement."

"But at the expense of all those kids?" said a horrified Storm.

"You fail to see beyond the horrors…" he said in response, "Yes…I used those kids for scientific data…And yes…Almost all of them died as a result. But consider this…At this very moment, there are nearly half a billion children throughout the world suffering in the same manner as the children of prodigy. They may not be guinea pigs…But that doesn't make it any less horrific. They live in filth…Tortured by their own poverty that they were born into. They live in fear…For their rulers are willing to oppress and starve them to death for the sake of maintaining their precious power! At any given time, nearly a thousand children die every day as a result of such poverty, famine, and oppression…And I ask you…Would you weep the same tears for them as you would the children of prodigy?"

It was a rather unexpected card for Dr. Essex to play…But it showed both teams that he knew his stuff and wasn't ashamed to show it. There was no regret…Yet there was a reason behind such horrors…A reason they could not grasp. In the mind of Dr. Essex, they were still too young and naïve to see things his way…But in the end, that would not matter.

"That's not the same!" shot Mayhem in response, refusing to believe that.

"Is it?" he questioned, "Come now Mayhem…You should know better than that. Both you and your comrades have been to every corner of the world. You've seen first hand the suffering that many innocent people go through…Both children and adults alike. You see them robbed of their freedom, their hope, their livelihoods…Everything! And yet do you weep for them? No! You only weep for yourself!"

The venom in Dr. Essex's words stung…For no matter how much he hated Dr. Essex for putting him through the hell that was Prodigy, there was no denying his words. He had seen the true face of the world time and time again…And often, it made him reflect on his own hardships…But rarely did it cross his mind in this manner and Dr. Essex seemed to know that. However…Shadow Cell refused to be silenced by mere relativisms.

"That still doesn't give you an excuse to cause the same suffering!" said Cyclops, keeping his gun pointed at him.

"You may think that…" he went on, remaining unafraid of his creations malice, "But consider this…Because of Prodigy, I got the data necessary to create the bio mutagenic accelerator…The very machine that made you all so strong. And it was because of the success brought to me by that one advancement that Shadow Cell was born…Created out of the ashes of Prodigy, Weapon X, and every other project before it. Everything else was a work in progress…But Shadow Cell was a work of art. And because of the power I gave you and the training you underwent…Millions of lives were saved. The whole world was saved! Do you not remember all the suffering you helped alleviate because of what you did as soldiers of this glorious organization? Do you not remember all the good you bestowed upon the planet as a result of my actions? Without Prodigy…There would be no Shadow Cell. And without Shadow Cell…Many innocent people, children and adults alike, would have suffered and died. Was the price of those children worth the price of millions of other children and their families?"

The five mutant soldiers didn't respond…For they couldn't think of a way to respond to such questions. Was the price of some human lives worth the price of many? Did the ends truly justify the means? Their hearts told them no…But their minds kept reminding them of what they had seen on the battlefield. The images of pain, suffering, and sorrow that they were so hardened to were not lost upon them and the lives they had saved could not be easily forgotten.

Yet still…They resisted. They didn't want to believe what this man was saying no matter how idealistic it was. But Dr. Essex was far from finished.

"You still used us…" said the Scarlet Witch, breaking the silence, "You still lied to us! Sugarcoat it all you want, it doesn't change the truth!"

However, once again Dr. Essex found a great deal of humor in such words…Humor that only made him seem all the more sinister. Then again…That was kind of what he was going for as he remained unafraid of his most prized creations.

"The truth…" he said, still laughing, "The truth, you say? Everything I've told you should help you understand one thing…And it is herein where your precious answers lie."

"Oh yeah? And what is that!" grunted Phoenix, not seeing how anything he said could keep them from pulling the trigger.

"The truth is only relative…" he told them simply, "It is not a matter of content…It is a matter of context."

"Context?" said Cyclops, seeming just as confused as the rest of his comrades.

"Yes…" he said, feeling as though he was finally getting through, "There's an old saying…The meaning is in the message. Yet in the way that you interpret it…It's only the message that counts…Not the meaning."

"And what meaning could possibly overshadow everything you've taken from me and everything you've done to us?" shot Mayhem in response.

"Why…The very meaning of what both Shadow Cell and the X-men stand for…Peace," he answered.

"Peace?" said Psylocke, "What do you mean peace?"

Dr. Essex once again moved back towards his proud machine, which would be the very medium for which everything on this glorious day would culminate. This was where the meaning truly resided…This was where the lies would end and the truth would finally prevail.

"Just look at the world…" he said to both teams, his idealism running so strong now that he was so close, "Humans…Mutants…All they do is hate, fight, and inflict great suffering upon the planet. Whether it's through the destruction of the environment or through the suffering of the countless masses all throughout the world…There is no end to such incessant conflict. Shadow Cell was a part of it…Seeking to prevent conflicts before they began. And in every manner of speaking…They succeeded time and time again. The X-men are in the same boat…Abet a smaller scale. But they all remain the same…Seeking to overcome the incessant fury of war and suffering and open the whole planet to a brighter future. However…Fight as you may, such battles are in vain…For they shall never truly accomplish that which you so sorely desire. And do you know why that is?"

"I got a feeling we're about to find out…" grunted Wolverine distastefully.

"It's because both man and mutant are still animals at heart," said Dr. Essex, making sure he emphasized this point, "The Human Genome Project at the turn of the millennium revealed that the difference between man and ape is less than three percent genetic material. Yet through that mere three percent…We get things like art, culture, music, and intellect. Only three percent…Yet at the same time we retain things like hatred, intolerance, and greed. It creates the cycle that has played out time and time again all throughout history…One group oppresses and the other resists. There is no end to it…Only more conflict. And on this most glorious of days…That conflict shall finally end! The days of mankind's blight upon the world is finally at it's end!"

"And just how do you plan to do that?" said X23, not knowing whether to think of this guy as a madman or a freedom fighter.

"Why…With this very machine that you see before you," he said as if to revel in the glory of what he had created, "Over three billion years of life…And this machine shall be the medium to accomplish that which so many eons of time could not create. What the bio mutagenic accelerator enhanced…This machine shall evolve. In this machine…Millions upon millions of years of evolution shall pass within the span of a few short moments…Evolving the specimen within to a new state…A higher functioning…A new being. It has taken decades of blood, sweat, and tears…But it is finally here…The moment of evolution is finally at hand. What you five underwent in the bio mutagenic accelerator was the first step. It was designed to enhance your bodies to the utmost level so as to prepare you for this momentous step…However, your enhanced features was not the only thing I needed for my glorious machine. There was still so much more I needed in order to create the perfect life form that would inherit this planet."

The five mutant soldiers remained silent as Dr. Essex ran his hands over the glowing bio tank that would be the womb for which the most advanced life on Earth would be born in. Even the X-men didn't say anything this time as they listened to this twisted, yet obviously idealistic man go on. And he definitely had plenty more to say.

"If there's one thing that studying life had taught me, it's that DNA can only make up so much of a being," he began, his voice turning to one of musing, "Life is so much more complex…Human life in particular. There are things like culture, beliefs, and emotions that set each and every human being apart from the other. At first I sought to eliminate such things, for I didn't think that it was necessary for life to thrive. But I soon learned that not only is it necessary…It is vital. And if I were to create the next dominant form of life for this planet…I would have to find a way to preserve the best such virtues had to offer…I would need a template for which this new race of beings would build off of. And that, my children, is where you come in…"

"Us…Why us?" said Mayhem, wanting so badly to make this man pay for all the suffering he had inflicted upon him, yet still wanting to hear the truth behind everything that had led to this point.

"Because my children…You embody everything I've been striving to preserve," he told them, speaking with unabated pride, "You embody all the ethics, emotions, morals, and values I wish to pass on to this new dominant race. Things like honor, compassion, love, creativity, perseverance, patriotism, loyalty, integrity, honesty, and above all…Heart. The emotions and values for which you hold so sacred are the embodiments that I wish to pass on…From the special bonds you share to the emotions you treasure…It is all a part of that which I wish to pass on."

Upon hearing such words, both Cyclops and Phoenix looked to one another…Thinking back to what he had said about love. Since that fateful day they laid eyes upon one another…There had been a true connection between them. And after having gone through the bio mutagenic accelerator and persevering through all the hardships of training and missions, that bond had grown into something truly profound. They shared such a powerful love…A love that so often brought them comfort in their darkest hours. Yet here they were now…Learning that such love was seen by this man as merely an ingredient for his plans.

Both Vince and Wanda's gaze fell upon each other as well…Not quite knowing what to think about such a revelation. While they always struggled to get such things out in the open…They never once denied that they shared something special. Whether or not it was love wasn't the issue for them…It was merely expressing it that had been so difficult given all the loss and sorrow they had suffered in their short lives. But to learn that such emotions were mere tools of this…Man…It was definitely a hard pill to swallow.

"I allowed each and every one of you to feel…" he went on, knowing from the reactions he was getting that he had struck a chord, "I allowed you to experience emotion when so many others sought to suppress it. Whether it be the stolen glances or amorous gazes that you so often exchanged…Such things were necessary. And then…There were the discrete little visits that I allowed you."

"What!" said Cyclops in response, once again gripping his gun firmly.

"You knew about that!" said Phoenix, feeling her pyrokinesis brimming beneath the surface of her skin, "How!"

"Oh please…Don't underestimate my intelligence my children," said Dr. Essex with a slight chuckle, "It was obvious from day one…In fact, I encouraged it. I knew you two would share a bond…One that would aid in the preservation of that which I sought to pass on with the final step. And while your bond was expected…The one between Mayhem and the Scarlet Witch was quite a bonus."

"Bonus…" said the Scarlet Witch, her eyes widening with shock as both she and Mayhem exchanged conflicted looks.

"Indeed…" said Dr. Essex with a grin, "Although it was something I never planned for since Cyclops and Phoenix provided much of the necessary tools…I have to admit, it was quite an extra to have another prime example of the complex emotion known as love. And because of your growth along with all the other emotions you learned through the course of your training…Such things shall be preserved and built upon with the next species that shall arise from this glorious machine. It was only a matter of finding the kind of beings that would best carry on the greatest aspects of humanity."

"And that's why you wanted soldiers…" said X23, now beginning to see the meaning behind the message, "That's why you focused on us."

Upon hearing that, Dr. Essex couldn't help but smile…For his creations truly had come a long way since that fateful day they first joined. Now here they were…Finally confronted with the truth. And as much as they had wanted it…It still proved to be a very hard pill to swallow.

"Smart girl…" he commented as he once again paced fearlessly before the angry, battle hardened soldiers before him, "And you are correct…That is exactly why I chose soldiers. For what better way to create the next dominant species than to use the obedience, duty, and honor of soldiers? This was the true purpose of Shadow Cell…One that I so eloquently kept from the rest of the organization."

"So it was never the rest of the team to begin with…Only you," said Mayhem, once again growing bitter over this man's manipulative nature.

"Indeed…" he affirmed without remorse, "The rest of those simple minded fools could never have fully ascertained the true majesty of what I was trying to do. All they wanted was something to preserve their power…All they wanted were pawns to carry out their wishes."

"Yeah? And what makes you any different?" shot Mystique in response, thinking this guy was definitely a few beakers shy of a chemistry set.

"Why…My intentions, of course," said Dr. Essex, remaining as calm as ever, "The rest of the spineless officials here sought only to control and use…Yet I sought to nurture and teach. Together with Magnum, who so graciously provided for me her unbending loyalty and her genes, I created the pinnacle of human perfection. The most powerful soldiers ever to come into existence…So driven, so loyal, so compassionate…They would be the mediums for which to carry out my dreams of evolution. The rest of the organization from the General all the way to that incessant Colonel you so generously took care of for me were mere puppets in aiding me towards my ultimate goal. They provided the tools…I provided the know-how…And it is through this culmination of events that everything shall fall into place."

It was all starting to make sense now…It was all starting to dawn upon the five mutant soldiers. All their confusion…All their anger…All their unanswered questions…They all seemed to be falling into place like the pieces of a puzzle. It brought out so many conflicting emotions within them…On one hand, it was taking their beliefs and values towards helping the world to the extreme…On the other hand, it made them feel so used. They weren't sure how to feel…Only their anger drove them. But they refused to yield…For they were still soldiers and they would NOT back down from the mission. Yet still…there was more to be said…There was more they had to know.

"Events…" said Phoenix, now beginning to see the big picture, "You mean all this shit we've gone through from the Brotherhood, to the X-men, to Magneto was all planned?"

"But of course…" said Dr. Essex with a grin, "And you all followed the script flawlessly as I knew you would."

"But…Why?" said Cyclops, still unable to pull the trigger of his gun.

"For many reasons," he answered, "You see…In order to make my glorious machine work, I needed a source of power great enough to carry out my wishes. And the ancient stone that Magneto had upon Asteroid M was perfect for the job. It was only a matter of letting him find it for me and taking it when the time was right…"

"And that's why you helped him…" said Mystique, also beginning to see the meaning behind this man's lies, "That's why you aided him all those years ago."

"Exactly…" said Dr. Essex with a grin, "You were all pawns…Each one of you following my will whether you knew it or not. And it is through these events that turned the organization against you and brought the X-men and the Brotherhood into this matter that has led to this final step in my glorious plan. And now that you're all here…You can partake in this truly momentous day. My beloved children…From the moment I found out about you, I sought to have you as the centerpiece for this wondrous plan. And with Magnum's help and unyielding loyalty in carrying out whatever it was I told her to do, I managed to bring you all into this glorious organization through your own will. Now…You will be the first, but most certainly not the last…To undergo the final step in evolution. The most important step in evolution since the first cells crawled out of the primordial soup of early Earth…And it is finally upon us. You, along with every other mutant on the face of the planet, will go through this machine and be evolved to a truly higher level. And from this new race, proceeding generations of your offspring will supercede the rest of the raging masses…And through the power of evolution, a new Eden shall arise…One dominated by peace, love, culture, ideas, progress, and equality. You may think my actions to be heinous…But is it really so heinous to wish such things upon an ailing world? Is it really so barbaric to dedicate years of toil to such a profound goal?"

Once again, both the X-men and Shadow Cell were unable to answer such questions. It was strange…Yet it sounded so right that it was practically tearing them up inside. Peace…A world without the suffering that they all knew so well…It was truly an enticing prospect. Yet still…There were so many things about what this man was saying that just made their skin crawl. It may not have been the content that was disturbing…But the context that truly set it apart.

And in order to uncover such hidden meaning…There remained but one more question that had to be answered before the five mutants of Shadow Cell finally got their much needed truth.

"And what of the rest of humanity?" asked Mayhem, still not forgetting all the horrors this man put him through, "What about the other six billion souls that inhabit this planet? What's going to happen to them?"

Once again, Dr. Essex merely laughed…For this was the point where he was certain the final straw would arise. It was only a matter of judgment and conjecture…For he knew his creations all too well…And it was only a matter of preparing for such a reaction.

"Why…The same thing that always happens in the scheme of evolution," he answered cryptically, "Survival of the fittest…"

That did it…That was the final piece to the puzzle…That was the straw that broke the camel's back. Shadow Cell finally had their answers…They finally knew the who, what, where, when, why, and how everything had happened. From their recruitment, to their training, to the betrayal of the organization…It all made sense now. It was all from this man…This enigmatic character that sought so much change upon the world that he didn't care what lengths he had to go to in order to get it.

His intentions seemed noble…But his methods were downright sick. And now here he was…Letting them know the full scope of his plan. He didn't just want to create a new species to dominate the planet…He wanted to create a new species that would wipe out mankind. It was a plan that was truly, deeply sinister in every context of the meaning. They knew this…The X-men knew this…And from the looks of it, Dr. Essex knew it as well. And because of this…The five mutant soldiers couldn't allow this to go on any longer.

"HRRAHHHHHHH!" yelled Mayhem as he unloaded an entire clip of ammo directly into Dr. Essex's body, the years of painful memories finally coming to ahead.

The young mutant who had experienced so much loss and sorrow, mainly as a direct result of this man's intervention, couldn't take it anymore…He couldn't take this truth. He had put him through hell…Just so he could use him and the others for his own plans. Mayhem's actions surprised even his comrades…But what happened next completely overshadowed that.

Once Mayhem ran out of ammo in his gun, the young mutant soldiers of Shadow Cell and the mutant peacekeepers known as the X-men expected this man to fall dead. He hit him with several perfectly aimed headshots, riddled his chest and face with bullets, and kept firing until he was out of ammo. But to the shock and horror of them all…This man did not fall.

His 'body' absorbed the bullets as he was made of some protoplasmic mesh. There was a strange hissing noise as his body seemed to react to each shot with pretty much no effect. It was as if he was made of a strange, liquid metal…Looking like something right out of Terminator 2. And by the time his body reformed with no ill effects, harmlessly passing the bullets out of him as if they were nothing…He was once again smiling triumphantly, for he knew that his creations had just learned the final truth.

"Impossible…" said Angel as he and the rest of the X-men watched from behind the barrier with unabated awe.

Dr. Essex just laughed at that word as he took in the bewildered expressions on the face of his coveted creations.

"You all truly have no idea who you're dealing with…" he said as he took a step closer, causing the five mutant soldiers to back up slightly, keeping their guns at the ready, "You think me to be just some madman who has taken science to a level all but incomprehensible to your feeble minds. Yet I am so much more…"

"Yeah…You're a freak!" shot Mystique in response.

"Freak?" he said with another round of laughter, "Look who's calling who a freak."

"Why you!" the angry shape shifter said as she once again pounded on the barrier, trying to get through and tear this…This man apart limb from limb.

"You all consider yourself to be 'special' because of your mutant powers…Yet I am so much more than that," he said with a grin that would have made anybody's skin crawl, "You look at me, and you see a seemingly mundane, middle aged man standing before you…But I am MUCH older than that. I am over 150 years old…I was born at the time when modern science itself came into being. In a sense…I was born into my work…And I believe that it was my destiny from day one to see evolution to his full power. I met Charles Darwin…I shook his hand. And from that day, I knew what my mission was in life…I knew what I was destined to do. And now…Over 150 years later…It has finally taken shape."

"Errrr! No way!" yelled the Scarlet Witch in response, her eyes now glowing with her hexing powers simmering just beneath her skin.

"You son of a bitch!" shot Mayhem, still driven by his anger towards whatever the monster was before him, "I don't care what mutant powers you have! I'll rip you apart with my bear hands if I have to!

"Ha!" scoffed Dr. Essex, obviously enjoying the reaction he was getting, "Go ahead and try my most dutiful creation. My body would simply reform. You see…Many years ago, I conducted countless experiments to study and test this newfound power that was science and evolution. And having no test subjects back then, I simply used myself…And the results were quite intriguing to say the least. In the end…It gave me the power to control every single cell in my body, allowing me to rework and restructure it any way I see fit. And because of that…I do not age…I do not eat…I do not sleep…And I never tire. But you five should already know that. I am in every meaning of the world…An immortal."

The five mutant soldiers were in a state of pure shock…For this man…This being who they had all looked up to as a father figure since the day they were first recruited…Was so much more than they ever could have imagined. It was bad enough that he had used them…But to learn that he was this enigmatic, yet subtle man was this force…It was just so difficult for their minds to process. They had faced so many powerful forces before. They had gone up against entire armies and the kind of power hungry madman that people make movies about. But this…This was far was the worst.

"You're crazy!" said Cyclops in a low, threatening tone, "You're fucking crazy!"

Once again, Dr. Essex merely laughed…For such a reaction was not a shock to him. Then again…It wasn't like it mattered.

"Oh that's where you're wrong, my boy…" he said with a penetrating grin, "Stupid people are crazy…Me, I'm eccentric."

Then suddenly, before the five mutant soldiers could even begin to react, Dr. Essex his a button on a remote control that he had been palming since before they had even arrived. And the next thing they knew…A paralyzing force was sent up throughout their bodies, causing them to yell out in pain as they dropped their guns and stood helplessly before the raging madman before them.

"AHHHHHHHHH!" they all yelled as yellow sparks shot up from the floor below them.

Looking down, they saw that they had been standing on a special electro-paralysis plate…A little invention Dr. Essex had kept in cold storage for just such an occasion. Some, like Mayhem, Cyclops, and the Scarlet Witch tried to use their powers to combat the device…But the effects of the plate were specifically designed to prevent that, using a dampening field that kept them from using their mutant abilities to any useful level and sent wave upon wave of pain through their bodies, making it next to impossible to concentrate.

Upon seeing this, the X-men once again tried to do all they could to break through the barrier. Kitty tried to phase through it, Kurt tried to teleport past it, and Wolverine tried to tear it apart with his claws…But Dr. Essex's power dampening technology and super strong energy defenses made that all but impossible. He watched with an almost amused look on his face as both the X-men and his creations struggled against the traps he had so eloquently laid out.

He made sure that there was no escape. This was it…This was the final act. His creations were finally ready to fulfill their density. Whether they liked it or not, they would be the saviors of this planet…They would be the first, but most certainly not the last to lead this world upon the path to a new Eden…A new everlasting peace. And NOTHING was going to stop him.

"You dirty, lying, freak show son of a bitch!" yelled Wolverine as he and the others kept pounding upon the barrier to no affect.

"You're not going to get away with this you crazy bloke!" yelled Psylocke, who kept trying to slash through the barrier with her psionic blades.

"Gambit's gonna tear you a new one you sick fuck!" yelled Gambit angrily as he kept trying to blow open the barrier with wave after wave of kinetically charged cards.

Dr. Essex's grin merely widened as he stepped forward towards his now paralyzed creations and the raging X-men. The look on his face was something right out of a nightmare…Enough to make even the bravest of souls falter. The five mutant soldiers kept crying out in pain as the paralysis field kept them contained and helpless while Dr. Essex stood before him…Ready to show them one last secret before the real party began.

"Yell at me all you want…Hate me with every fiber of your being…But it will do you no good," he taunted as he stood poised and confident before both teams, "There is no going back now. You all will eventually succumb to the power of evolution. You may think me mad…You may think me evil…But believe me my most ignorant friends…You don't know what true evil is."

Then…In an act that horrified them all in a way nothing else ever had before…Dr. Essex's body began to shape shift into a new form. His usual lab coat and evenly toned skin gave way to a strange, metallic black body armor that covered him from head to toe and his skin turned as white as a ghost. His teeth became like the fangs of a monstrous beast and his whole body grew as if it were suddenly pumped with steroids. But what made this act on a level that was truly horrifying were his eyes…His blaring, glowing, bright red eyes with a small jewel like object on his forehead that gazed back at the two mutant teams like a monster from the darkest of depths.

And in the eyes of each and every mutant, X-men and Shadow Cell alike, they believed that if evil had a face…This would truly be it.

"Oh my…God!" gasped Kitty, almost throwing up the last five meals she had eaten right then and there.

"Merde…" said Gambit as he and many of the others fell back in horror.

"What…Who…" stammered Storm, not knowing how to accurately describe this horrifying sight.

While the X-men fell back in terror, the five mutant soldiers of Shadow Cell could do nothing more but take in this ghastly sight. For as of now…The kind, encouraging, honorable man that had helped make them who they were was officially gone. And in his place was a true monster. Their screams of agony soon became muffled with screams of anger and shock. The looks on their faces were now wrought with a new sense of horror the likes of which they had never felt either on or off the battlefield. It was the most horrible of feelings…The worst possible acts of betrayal and deceit.

Yet there was nothing they could do to fight it…There was nothing they could do to overcome it. And Dr. Essex knew this.

"Now, my creations, you see my true form!" he proclaimed in a voice that would have put the weak into a coma of horror, for the final moment was finally upon them…And there was no turning back, "The final step in the evolution of life is upon us! Three billion years of progress and at long last, the power of life can finally be tapped and unleashed in it's full glory!"

"You…Sinister…Bastard!" yelled Mayhem through the blinding, paralyzing pain.

However, this just made the immortal being smile once more…For this truly was the end. And if his most prized creations were to fulfill their destiny as he had eagerly prepared them for from the beginning…Then they at least deserved to know his true name. Nathanial Essex was dead…And he had been dead for a long time. Now, in the shell that was once mere flesh…A new being stood before them, ready to complete that which he had started all those years before.

"That's Mr. Sinister to you my boy…And don't you ever forget that name. For as of right now…It is the only name that matters. Your time has finally come Shadow Cell! Your destiny awaits! You should all take comfort in the role you will play in the ultimate game of evolution. Because once the sun rises on this most glorious of days…A sinister new beginning shall finally arise!"

* * *

AN: I know it sounds clichéd, but…DUN DUN DUN! It's all coming down to this folks! Sinister's true face has finally been revealed! And now, Shadow Cell is helpless to fight against him and so are the X-men! The secrets are out…The game is over! Now, nothing stands in his way of finishing that which he started. Is all hope truly lost? Stay tuned to find out as this fic reaches its stunning climax! It's been a long, hard road for both teams. but it's definitely not over yet! So what do you all think? Has it been a good ride so far? Please tell me! Send me your reviews via email or post them on the fanfiction website! Thank you all very much for reading and I wish you all best!

THE ADRENILINE IS PUMPING! THE MOMENT OF TRUTH IS UPON US! REVIEW BEFORE IT PASSES YOU BY!


	45. Loyalty To The End

**Sinister Soldiers  
Chapter 45: Loyalty To The End**

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* * *

All bets were officially off as Shadow Cell stood helpless before the fate that had been so thoroughly laid out for them by their most trusted teacher and mentor…Dr. Essex. Only now, there was no Dr. Essex standing before them. There was no man, no teacher, no father figure that had helped bring them together…There was only Mr. Sinister.

After all this time and all his deception, his true form was finally uncovered. The monster behind the man had been revealed and all they could do was watch helplessly as they stood paralyzed in one of the madman's traps. This man had deceived them…Betrayed them…And lied to them. They wanted to know the truth, and now they knew. But knowing the truth still wasn't enough, for there was still one very important matter that overshadowed everything…The mission.

But from the looks of it, this may be the one mission that Shadow Cell would be unable to complete.

"It's useless to struggle my children…" taunted Sinister as the five mutant soldiers continued to grunt in pain over the paralysis mechanism that they were now trapped upon, "This day was laid out for you before you were even recruited. Everything you went through, everything you experienced, and everything you were taught…It was all a mere prelude that would inevitably lead up to this very moment. I made sure you played your parts down to the letter and now that you're standing here, helpless and defeated, you're ready to fulfill your destiny."

"NO!" yelled Cyclops, trying to focus enough to use his powers, but the effects of the paralysis field was just too strong.

"WE…WON'T…DO IT!" grunted the Scarlet Witch in response, trying to use every torture endurance technique she knew to break this.

"I'm afraid you don't have a choice," he said with an insidious grin, "You WILL go into my machine. You WILL become the first of the next dominate race on this planet. And you WILL create a new Eden for future generations. What you will create, your children shall inherent. And from that first generation, a new world shall dawn!"

"You're fucking crazy, Sinister!" yelled Wolverine, still unable to break the barrier separating the X-men from their paralyzed allies.

"Don't worry…You'll get your chance too Wolverine," grinned Sinister in response as he cast a menacing gaze upon the X-men, "You'll all get your chance to undergo the final evolution of life on Earth. But first things first…"

Then, with a few commands from the remote control he had used to activate the paralysis trap, he powered up his machine, preparing it for use after decades of waiting and preparation. This sudden activity caused Rogue's body to twitch in a somewhat pained manner, quickly prompting a response from Kurt, Remy, and Mystique.

"Cherè…" said Gambit, gritting his teeth in anger at the sight of Rogue in pain.

"No…Rogue!" said Mystique, unable to keep her emotions at bay as she watched her daughter float helplessly in the tank of a madman's machine.

On the other side of the barrier, the five mutant soldiers of Shadow Cell knew that time was running out. They had to escape…They had to break free. So much was at stake here. The fate of mankind rested upon their weary shoulders once again, but this time the odds were stacked against them like never before. Mr. Sinister seemed to know this as he stood poised for his ultimate triumph.

"You should rejoice my children, for you shall finally succeed in bringing peace to this world once and for all," said Sinister, feeling unparalleled pride and triumph as his machine stood poised for full activation, "All this time, you've been fighting an unending war. Now, that war is about to come to an end. All you're training, all your skill, and all the emotions that have bound you together as the powerful unit you are shall be the mediums for which the final step of evolution shall use. Can you not see it my beloved creations? The majesty of it?"

"GO…TO…HELL!" shot X23 through the blinding pain.

"Still as predictable as ever I see," he said in an unaffected tone, "It's sad really, but then again, this wouldn't have been so easy otherwise. I suppose I should have expected as much. You are and always will be soldiers. Even I can't change that. And like Magnum and I have so eloquently taught you over the years…All that matters is the mission. Only this time, the mission ends under my terms. It's useless to resist, for this game is finally at an end!"

However, as confident and triumphant as Mr. Sinister was, all hope was not lost. Shadow Cell still had one faint glimmer of hope…One infinitesimally small chance to turn this around and complete their mission. No matter what Sinister said or how much he taunted them with his incessant babble…Nothing would stop them from fighting…Nothing. And with time running out, it was now or never.

'Guys…' sent Mayhem through Phoenix's telepathy, which was still active, but choppy.

'Mayhem…' managed the Scarlet Witch in response, wanting to hear his vice in her head, for it helped give her the strength to endure.

'I have…An idea,' he sent as he managed to lower his arm through tremendous agony towards his pocket, 'We have…To get out of here!'

'Right!' managed Cyclops in response, unable to keep his mind steady and focused, 'But…How?'

Mayhem didn't have the ability to answer, for all his strength was going into fighting the paralysis. It was quite possibly the most painful thing he had ever endured, but given his tolerance for such things, he didn't let it stop him. And upon finally reaching his pocket, he pulled out their one glimmer of hope…Their one chance to turn the tide against Sinister and complete their mission.

'The General's bullet…' sent X23, quickly ascertaining what he was trying to do.

'You think…It still…Works?' sent Mayhem through the pain.

'Only…One way…To find out,' replied Phoenix, knowing what he was asking of her.

'Phoenix…Are you sure…You can manage…One more…Burst?' asked Cyclops, knowing how difficult this paralysis field was making things.

'Yes…But it'll…Only…Be a small one,' she managed, 'But it should…Be enough…To ignite…The charge.'

'You'll only…Have one shot,' sent Mayhem as he carefully moved the bullet over his thumb in preparation to flick it into the air.

'That's all…I need,' sent Phoenix in response as she grunted angrily towards Sinister.

'Right…' sent Cyclops, knowing this was their only chance, 'Come on guys! We can do this! One more time…'

'One more time…' they all repeated, knowing all too well that this could be their last fight together.

Then, in one final show of camaraderie and kinship, they all mentally chanted the words that had carried them into battle.

'Kuwabara…Kuwabara…'

The place was here. The time was now. This was their only chance. If they failed…They lost. If they succeeded…They would fight on. Yet still, Sinister kept his victorious poise.

"It's almost ready Shadow Cell…" he taunted, so focused and driven on his glorious machine that he was unaware of what had just happened between his five students, "You shall step into this machine a mere mortal…Yet step out a living god. I've been waiting countless years for this day through endless hours of blood, sweat, and tears. Now the time has finally come!"

Then, as Mayhem was preparing the bullet, Sinister turned back to face his creations…This time focusing on the two specimens that he had been so focused on for so many years…Scott Summers and Jean Grey.

"And given this momentous event, I think it's only fitting my first two coveted creations have the honor," said Sinister as he stood within mere inches of Cyclops and Phoenix, gazing at them with his glowing red eyes, "You two were always a special case…One that I took great care in handling. You see…Unlike the others, I have been watching you two since you were in the cradle. In fact, I originally planned to have only you two go through this machine and use your children as the base for my plan. But alas…Things change…Plans change. But some things always stay the same."

"FUCK…YOU!" shot Cyclops, feeling the sting of his words.

However, that only caused Sinister to chuckle once more in response, for there was still one last little truth that he had yet to reveal to these two who had been an obsession with him for so many years.

"Oh come now, my boy…You know it's too late," he taunted, "But try to look on the bright side…You and Phoenix will become the first of the next dominant race. And as your creator and nurturer, I'll ensure that you'll always have each other. You'll always be able to share the love that so closely binds you. And you'll be able to build a foundation for a glorious future that your children shall inherit."

"YOU…SICK…FUCK!" yelled Phoenix, trying to divide her strained focus on preparing her pyrokinetic powers for one last burst and processing what this madman was telling her.

Yet still, Sinister didn't falter, for he knew that these two way too well not to expect such reactions. He probably knew them better than they knew themselves, which would make it all the more interesting when they were finally evolved. And, of course, when he got them to start having children, then the seeds for true evolution would be sewn. But first, it was necessary to get one last thing out of the way.

But unbeknownst to Sinister, Mayhem was just about ready with the bullet. He was hesitating a bit, waiting for his chance so Phoenix could prepare herself. Sinister's gaze was still strong, yet they refused to let his demonic face keep them from fighting. They had a job to do…They had a task to complete…And they would either succeed or die trying.

'Phoenix…Almost…Ready,' sent Mayhem, but he didn't get a response as Cyclops and Phoenix remained focused on Sinister.

"I know you both will serve as excellent parents to the next generation of evolved mutants," said Sinister, keeping his focus on the two lovers, "I've watched you two interact for years…I can sense the love that binds you. And now, it's finally going to serve a purpose beyond the mere boundaries of your souls…Now, it's going to be building block for a new generation…A new society. But before that happens, I think I should share with you two one last secret…"

Both Cyclops and Phoenix looked back at the madman with a mix of anger and agony, for having known that this man had been in their lives since the beginning was a hard pill to swallow. But Sinister knew there was still one little matter they didn't know about…One little matter that had exacted such great change upon their lives and inevitably led them to where they stood now.

And with their final moments upon them…Sinister revealed his final secret.

"I killed your parents…" he said, his insidious eyes glowing bright red as he said those words.

"WHAT!" exclaimed Cyclops through the pain as images of the plane crash that killed his family and left him to suffer so much flashed before his eye.

"NO!" cried Phoenix as well, the feelings of death that had long haunted her mind once again resurfacing.

Such reactions once again made Sinister laugh, for he expected as much from them. But it wasn't like there was anything they could do about it.

"Oh please…Do you really think that plane crash was a fluke? Do you really think that car crash was a chance occurrence?" he taunted as both Cyclops and Phoenix looked upon their once trusted mentor with unabated rage and hatred, "Like I did with Mayhem, I ensured that your lives would inevitably intersect with mine. Hate me all you want for it, but I did it for a reason. And now, the moment has finally come where it all comes together. And just as I planned at the beginning…You two are the centerpiece for my ultimate triumph."

Cyclops and Phoenix had never felt so consumed with anger before in their lives. The pain of their paralysis was nothing compared to the pain this man had caused them. He took from them their families…Their childhood…Their innocence…Everything. And it was all to serve his sick plans. And now here they were learning the truth just before time ran out for all of them.

Over with Mayhem, he still hesitated…Not wanting to do this at the wrong time. He understood all too well how harsh such a revelations was since Sinister took a lot from him as well. But if they were to get out of this, they would have to fight through it. And if they were to stop Sinister, they would have to be strong.

'Phoenix? Phoenix!' sent Mayhem frantically, trying to filter out the pain of the paralysis, 'Come on Phoenix! We need you! You have to focus!'

He didn't get a response, but he knew she heard him and he only needed her to listen.

'Phoenix…I'll only do it…If you give me the word!' he sent her with hint of desperation, 'I know it hurts…Believe me, I know. But we can't let this asshole win! We can't let him get away with this! He betrayed us…He used us…He took everything from us! And because of that we have to keep fighting!'

'Keep…Fighting,' sent Phoenix, forcing herself with superhuman determination to focus.

'Keep…Fighting…My love,' sent Cyclops through their link, giving her what strength he could as they all stood in the twilight of this desperate fight.

And with that, Phoenix finally felt ready to carry out their final task. She would get only one shot with this and it would all of what little strength and focus she had left to manage one more fire burst to ignite the bullet. There was no telling if it would be strong enough or even if the bullet was still usable given that it was over 60 years old. But it was their only chance…If it didn't work then nothing would stop Sinister.

"But enough of this witty banter…For the time is finally upon us my children!" said Sinister, speaking once again to all his beloved creations, "The moment of truth has finally arrived. This is your fate. This is your destiny. At long last, the reign of mankind can finally be put to rest not with a bang…But with a whimper. This is how it finally ends…This is how it all comes together. Over a century of labor and toil is finally at hand! And now, NOTHING shall stand in my way! NOTHING shall stand in the way of evolution!"

That was it…That was all Shadow Cell could take. They had heard enough at this point and they could no longer bear Sinister's incessant taunting. They had used them for too long now…They were sick of being mere pawns in someone else's game. Whether it was with the higher ups, the Colonel, or this madman now standing before them…The five mutant soldiers had endured too much of this. And at long last…They were finally going to end it.

Knowing that it was now or never, Phoenix focused all her energy towards making one last pyrokinetic burst. The anger, pain, and sorrow of her family remained strong in her mind…But the faith of her friends and the love from Cyclops gave her everything she needed to get off one final shot. And with that strength to guide her…Phoenix finally gave the signal.

"NOW!" she yelled.

And before Sinister could even begin to decipher what was going on, Mayhem flicked the silver bullet into the air…Skillfully aiming it so it was right in front of Phoenix. And through unparalleled agony and pain…Phoenix unleashed a small, quarter sized ball of fire that hit the lone bullet at just the right angle, setting off the charge causing a loud bang to echo through the room.

And with that one single round…The silver bullet that had been dormant for over 60 years came to life and flew through the air, whizzing right by Sinister's demonic face and hitting the control console that ran his precious machine and operated the paralysis plate. It had truly been a one in a million shot…Yet it had hit exactly as the five mutant soldiers had hoped. And the second it dawned on Sinister, only one word echoed through his mind.

"No…"

With a few sparks flying up from the console, the mechanisms controlling the plate shut down and the paralysis field was disabled…Thanks to a single, silver bullet. And the moment the five mutant soldiers were freed, the careful meticulous plan that Mr. Sinister had been working on for so many years finally began to unravel.

"ERR! SINISTER!" yelled Mayhem as he felt the paralysis field lift, freeing him from and his comrades, leaving nothing but his blaring rage and hatred towards this insidious man to guide him.

Then, in a blur of super speed and unparalleled strength, the young mutant soldier lunged forth and tore into this madman's freak show body. His movements were a mere blur to the X-men as they watched with great shock over at what had just happened. And as he tore into this monster of a man, he kept on yelling…Driven by the memories of Prodigy, the orphanage, and how he had taken so much from him.

"YOU SICK MOTHERFUCKING SON OF A BITCH! I'M GOING TO TEAR YOU APART TILL THERE'S NOTHING LEFT!" he yelled as he plowed through Sinister's mesh-like body, pushing him back further and further until he was against the wall.

Over with the others, Phoenix had nearly passed out as a result of the strain and as soon as the field had been disabled, Cyclops quickly came to her aid and caught her before she fell and held her securely in his arms, sending words and thoughts of encouragement through their link to keep her strong.

'Scott…' she managed through the pain, slow to regain her strength as a result of the strain she put on herself.

'You did good, baby…' he told her softly through their link, 'You did real good. Now come on…Let's finish the job.'

'Right…' she sent in response, feeling a new sense of strength surge through her as she fought through the pain and returned to her feet, now more determined than ever to take down this madman after everything he had done.

While Cyclops and Phoenix were returning to their feet, X23 and the Scarlet Witch quickly went to work on the barrier. X23 wasted no time in shredding some of the machinery that controlled it on the console while the Scarlet Witch hexed some of the key components around the side of the machine, quickly rendering it dysfunctional as it powered down…Allowing the X-men to join in the fight.

"Come on you guys! We've got a job to do!" yelled the Scarlet Witch as the path finally remained clear for the mutants of the X-men.

"Right! X-men! Move out!" ordered Angel.

Not questioning the order in the slightest, the X-men converged with Shadow Cell as they rushed the machine, knowing they had to disable it in order to stop this madman from carrying out his insane dream.

"We have to get my daughter out of there!" said Mystique as she quickly began banging on the glass with Nightcrawler and Gambit right beside her.

"Hold on, lady! I'm working on it!" said X23 as she began punching a few commands into the console, managing to drain the liquid that had her suspended in the bio tube, "There! Okay, get her out!"

Not wasting any time, Gambit touched the high strength polymer glass with his hand, using her kinetic powers to give it a slight charge so it would dissolve almost instantly. And once the barrier was gone, the limp, unconscious body of Rogue fell readily into the arms of Mystique, wanting to be the first to hold her after having missed so many chances in the past.

"Rogue…" she said, her tone brimming with relief as she securely held her daughter, who was still somewhat wet from the strange liquid she had been submerged in.

Then suddenly, as soon as the fresh air hit her, Rogue began to stir somewhat. Her thoughts were a bit spacey and her vision was blurry at best, but she did recognize that voice. And instinctively, she found herself saying the first thing that came to mind.

"Mama…" she said, half dazed and half coherent.

Upon hearing that word, the shape shifter's heart skipped a beat…For hearing her daughter call her that was something that brought out a lot of complicated feelings for her. However, these were good feelings for a change…Feelings that she wanted to hang onto…Feelings that she wanted to keep even in her darkest of hours.

"It's okay Rogue…Mama's here," she told her in response, managing a smile that many, namely Wolverine to look at her strangely.

"Is she going to be okay?" said Kurt as he looked back at his sister, thanking God that she was alive.

"She'll be fine…" said the Scarlet Witch confidently, "She'll just be weak for a while."

"Then we better get her out of here," said Gambit, not tearing his gaze away from the half conscious woman he vowed to save.

"And we will…But first things first!" said Cyclops as he and his comrades picked up their guns and once again took their battle stances, ready for one last fight.

Back with Mayhem, he was still unloading on Sinister with everything he had. He was wildly punching his face, ripping apart his flesh, and even kicking him in the groin…Even though there didn't seem to be much there to begin with. He put nearly every ounce of strength he could muster behind each blow, letting the memories off all the pain this monster had caused him over the years guide him with each blow he delivered. Eventually, Sinister's entire body diluted into a globular mush that resembled mercury, but he didn't stop his assault…He wouldn't until there was nothing left.

"DIE! DIE YOU FUCKING MONSTER!" he screamed, his words wrought with so much pain and anguish, "THIS IS FOR ALL THE SUFFERING YOU'VE CAUSED ME!"

Mayhem didn't show any signs of stopping his assault and remained in this raging state even after there was no discernable body left to pummel. He just kept going…Unable to stop himself because of the haunting images that plagued his mind. It didn't look as though he was ever going to tire…But eventually, the Scarlet Witch was there to stop him.

"Mayhem…" she said, taking a step closer to the still raging mutant soldier, "Mayhem!"

It took a moment for his mind to process it, but eventually the voice of Wanda Maximoff overshadowed the many painful memories and brought him back to the realm of awareness. His raging assault finally slowed, but his breathing remained abnormal. This prompted Wanda to quickly come in closer to lend him what comfort she could, knowing he desperately needed her now more than ever.

"Mayhem…It's okay," she said, which finally got him to stop, "It's okay…You got him."

Then, as he felt her hand upon his shoulder, he instinctively took it as his breathing returned to normal and he returned to a clearer state. The others were still a bit weary after seeing so much rage from the imposing young man, but his teammates knew he had plenty of reason to be so angry with this monster. He really had taken everything from him…He had lied, used, and betrayed them all. But from the looks of it now…It was finally over.

"He…He was a true monster," Mayhem his voice straining as she felt the warm presence of the Scarlet Witch sooth his tormented mind, "He took my family…My childhood…My friends…My home…Everything. And…And he used me…He betrayed me."

"He betrayed us all," she told him, drawing him into an embrace that he quickly sunk into as she helped him back to his feet.

The feeling of Wanda Maximoff's voice did so much to aid his tortured heart. Everything he had been taught by this man…Everything he had come to believe with Shadow Cell…It was all a mere farce. It was just a means to control them and use them in the end for such a sick plan. But in the arms of this woman and in the presence of his friends…Such pain seemed to ease. And even in this dark time, he found a lot of comfort in something as simple as an embrace.

Such close interaction did not go unnoticed by the others, who simply grew a bit curious and confused by what they were seeing.

"Dude, vhat's vith those two?" asked Nightcrawler.

"With all due respect…" said X23 as she turned to the rest of the X-men, "Don't ask. It's really complicated."

"Say no more, luv," said Betsy, having had enough complications to deal with in her life as it was.

"So…Is it over?" said Shadowcat as she and the others looked at the puddle of sliver metallic goo that lay strewn all over the floor.

"I'm…Not sure," said Storm as she and the others made their way over towards the area.

However, just as they neared the five mutants of Shadow Cell, a familiar laugh echoed up from the puddle as it suddenly came to life.

"Oh you naïve little fools…" said Sinister's angry voice as his body quickly reformed, showing few, if any, affects from Mayhem's assault, "Did you really thing it would be that easy?"

"You son of a…" began Mayhem once again, ready to tear into him just like before.

However, before any of them could make a move, Sinister cut them off…For he even as his once air tight control over the situation waned, he was still every bit as intent as before to see his goal through to the very end. These were still his creations…His children. And he was not about to let his own blood, sweat, and tears get in the way of a lifetime of toil.

"Oh please…Do you really think your rages will do anything against me?" he taunted, his eyes now glowing bright red as he clenched his fists in determination, "I am immortal! I am indestructible! And I will NOT allow such insubordination from my own creations!"

"Insubordinate this, asshole!" grunted Cyclops as he fired an optic blast directly at Sinister's chest.

Then, much to everybody's surprise, Sinister let out a pained yell as he fell back from the impact of Cyclops's blast. Unlike Mayhem, Cyclops's attack had struck his malleable form in a unique manner…One that caused his metallic liquid insides to bleed a strange, reddish gray fluid that seemed to be inflicting some real damage to his being.

And upon feeling this, Sinister's rage grew all the more determined as his world was now falling apart around him.

"It…Hurt him," said Mayhem, wondering how mere optic blasts could do more damage than the rage he had unleashed.

"Believe me, Mayhem…I'm just as surprised as you," said X23 as they all lowered their guns.

Sinister was still reeling as he placed his hand over the wound, struggling to maintain his balance. He hadn't expected them to be so quick to attack again after what he had just told them and how he had endured Mayhem's punishment. It seemed as though all his confidence and taunting was finally catching up with him, for after revealing so many harsh secrets to them, the five mutant soldiers of Shadow Cell would not let any further hesitation slow them down.

The man who had taken them in and raised them as a unit was truly no more. Now all that stood before them was a monster…A monster that had to be destroyed.

"Looks like there's one more secret you kept from us…" said Cyclops, piecing together more of the puzzle as he took a step closer to the madman that had killed his family, "You knew, didn't you? You knew that was going to hurt you…But you didn't expect me to use it so fast."

"You…Little…" he began, but that only earned him another optic blast, this time right in his stomach, spilling more of his strange contents out in another pained heap.

"Now it makes sense…" said Cyclops as he took a step closer, his body now glowing in a bright ruby red halo, ready to unleash even greater power, "My powers can hurt you…And from the looks of it, my powers are the only thing that can hurt you. That's why you watched me so closely…That's why you recruited me first…Because you wanted to control your only weakness."

Sinister, despite his bodily pain, managed to stay on his feet despite the damage Cyclops's blasts had done. He had hoped this wouldn't happen. He had hoped that he wouldn't find out. His one weakness…The weakness written within the Summer's bloodline…Was finally coming back to haunt him.

Looking over at his machine, which was now rendered inoperable without Rogue, a new sense of rage consumed the century old man. These were his creations…His children…And here they were, on the verge of ruining everything. And that's something he would NOT allow.

"Smart boy…" said Sinister, his wounds still healing somewhat slowly despite his healing factor, "You really are…My creations at heart."

"Shut up!" yelled Phoenix in response, "We're nobody's creations!"

"You may have brought us together Sinister, but you'll NEVER control us! We're not your little slaves anymore!" shot the Scarlet Witch, ready to see this madman die.

"And now you're about to die at the hands of the very force you worked so hard to make," said X23, having been used enough for one lifetime.

"It's like you once told us…" added Mayhem with a slight grin, for Sinister's plans were truly at their end now, "He who dies by his own weapon…Dies two deaths."

Upon hearing those words…Those very same words that he once used to teach his creations…Sinister erupted into a rage. They were now in a classic state of conflict…The oldest in known existence. The creator and the created…Locked in an eternal struggle. One must life and one must die. It was now a matter of life and death…It was either him or his creations.

And for Mr. Sinister, the choice was all too clear.

"ERRRRR! NOOOOOOOO!" he yelled as he sprung into action, manipulating his body so that his eyes now glowed in blinding red flash that temporarily stunned the two mutant teams.

With only a few seconds of time to use, Sinister scrambled towards a concealed escape hatch that he had so often used to avoid Shadow Cell officials in the past. But despite the blinding blast, his beloved creations were quick to recover and Cyclops began returning fire at the fleeting madman.

Unfortunately, though, Sinister was too quick and before he could land a decent hit. And in a flash, the madman who had taken everything from them was gone.

"SINISTER!" yelled Mayhem, quickly using his super speed to catch up with him.

But before he could get to the hidden escape hatch, a small charge of Claymores exploded around the hole, quickly causing the small, narrow path to become obscured with rubble…Rendering them unable to pursue their once trusted mentor.

"Son of a bitch!" yelled Mayhem as he pounded is fists upon the floor.

"Damn! Dis guy's a pretty crafty, homme," said Gambit.

"Can't say that's a surprise…" commented Mystique, who knew enough men like that to know that they always had a backup plan incase things fell apart.

"Great…So what now?" grunted Wolverine.

"It's not over yet!" said Mayhem as he got back up and rejoined his comrades, "We still have a job to do."

"Right…And now that his precious machine is useless, he's running scared like the coward he is," said Phoenix as they all looked back at the device that Sinister had put so much toil in.

"And that leaves only one thing left to do," said X23 as she walked over to the main components core and ripped it open with her claws, revealing the sacred stone that they had stolen for him to make this device work, pocketing it so that there was no chance of that son of a bitch retrieving it.

"I hear ya!" said Wolverine with a wolfish grin, "Now yer talkin' my language!"

"Then I take you still have those C4 charges from the armory?" inquired Cyclops, knowing there was only one way to ensure that this monstrosity would never be unleashed upon the world.

"You know it bub," said Wolverine as he threw him a bag that he had been carrying since he picked it up earlier.

"Good…Then we had best get to work before Sinister regroups," said Cyclops.

"Wait! You mean you're going to try and blow this place up!" said Shadowcat, thinking that was a tad excessive.

"Oh we're not going to try…" said Mayhem in a determined tone as he looked back at Sinister's machine with unparalleled hatred for everything it entailed, "We're going to do it! It's the only way to be sure that this heinous creation is never used!"

"And since the lab area lies at the center of the base, blowing it should bring this whole place down," said the Scarlet Witch, who was their chief expert when it came to demolition.

"Sounds like a plan!" said Mystique, thinking it was fitting for her to stop a madman instead of helping him for a change, "What do you want us to do?"

With time still a factor, the five mutants of Shadow Cell wasted no time in dividing up the explosives, leaving a few for them, a few for the X-men, and a couple for Mystique…Who they felt knew how to handle herself given what they had seen from her. This base had once been their home…Their livelihood…But now it had turned into a nightmare. And it was time to finally end it all…For this was their mission…This was their task. Only this time…They were not fighting for the organization…They were fighting for themselves.

"There are three key points we need to plant charges in if we're to make this work," explained the Scarlet Witch, who knew this place from top to bottom, "One is the main connecting hub over near the administrative sector where we came from…The other is the air control tower out near the runway…And the last is the central power core located right beneath this lab."

"And are you sure this is going to be enough?" asked Storm, who wasn't too familiar with C4, but understood the need for such a plan nonetheless.

"Positive," she said confidently, "We've taken down structures this big before. It's only a matter of putting the charges in all the right places."

"Well it may be a tad excessive…But for a place like this, I'll make an exception," said Betsy, feeling as though it would do the world good if they got rid of a place like this.

"You said it, Psylocke…" said Shadowcat, never wanting to come back to a place like this ever again.

"Then let's get to work!" said Cyclops with their part of the C4 in hand, ready to begin the long, arduous task of bringing down the place they once called home, "Shadow Cell will take the core…X-men, you take the admin side…And Mystique, you'll take the control tower."

"Right!" said Mystique as she took her share of the C4, feeling as though she was reliving her mercenary days all over again, "But what about Rogue?"

"Don't vorry mother," said Nightcrawler, giving his mother a look of reassurance, "Ve'll get her out of here.

"Yeah, he's right, cherè. Rogue is in good hands," said Gambit as he smiled back down at the beautiful, yet still unconscious woman that held such a special place in his heart.

Upon seeing this, Mystique cast the Cajun a suspicious look. But if he really cared for Rogue, which wasn't that hard to figure out, it would ensure that she would be safe and that was good enough for her.

"Fine…Just keep my daughter safe. Otherwise, it'll be you that I blame, Cajun," she told him sternly, making it clear how she felt about the situation.

"Can't say Gambit would expect anythin' less," said the Cajun born thief, unafraid of the shape shifter's threats, "Believe me, Mystique…If anythin' happens to Rogue, I deserve whatever you do to me."

"Good…Just see to it that she's safe," she said, emphasizing that point.

It was not a situation she was fond of to say the least, but for Rogue…She was willing to do what she had to in order to ensure her safety. She would have plenty of time to worry about such matters later. For at the moment…A madman was on the loose, they were currently in a base that was crumbling around them, there were still plenty of GURSO soldiers around to give them trouble, and on top of it all, Magneto was right outside, and chances were that when he saw her…He would show no mercy.

But for Raven Darkholme, none of that mattered. This wasn't about her…This was about her kids. Fighting alongside the X-men and Shadow Cell had shown her what she should have been doing long ago. She hadn't been there for Kurt and Rogue for too long…And it was high time she started acting like any mother with shape shifting mutant powers ought to when her kids were in danger.

"All right…Then we're all ready," said Cyclops, thinking they had wasted too much time already, "Are you sure you guys know what to do?"

"Hey, you're not the only ones here with training," affirmed Angel confidently.

"Then you better put it to good use," added Phoenix, "Because this is where we all part ways. You do your part and we'll do ours."

"Don't worry about dat, y'all…We can handle ourselves," said Gambit, feeling all the more determined now that they had Rogue back.

"Be sure that you do…" said X23 as she and her teammates stood together as the close unit they were and always would be, "And if we don't meet again, then I can safely say that it's been an honor fighting with you guys."

"Indeed it has…" said Mayhem in agreement, "You are all true fighters."

Upon hearing that, a few of the X-men got a little weary…For it implied that these five brave soldiers that had shown them unparalleled skill and efficiency were willing to make the ultimate sacrifice if they had to. It was all the more proof to them that these were true soldiers…Willing to fight to the death for what they believed in. For all their killing, skill, and poise…This one fight had shown them that they also had something that truly set them apart…Heart.

And it was for that reason why much of the X-men grew quite uneasy with such words.

"Hey, come on you guys, don't say that," said Shadowcat, not wanting this to be how they would part ways.

"Yeah, you'll get out of this…" said Nightcrawler, "You've already shown us that you're more than capable of…"

"This has nothing to do with capability, Nightcrawler," said Cyclops, cutting him off in mid sentence, "Everything that's happened…Everything you've seen since we came into the picture…This is our life…This is our fight. And if our world is going to fall apart around us…Then it's a very real possibility that we may fall as well."

"And if that happens, there will be no tears," added Mayhem, "Because Sinister or no Sinister…We're still soldiers. And soldiers don't stop until the job's done."

"And if that means our lives…So be it," affirmed the Scarlet Witch, showing no fear or regret.

There was a brief silence between them, for the X-men had not known just how dedicated these young souls truly were until they fought with them. They really were every bit the soldiers they made themselves out to be. They were more than just killers…No, they were something so much more. And it was for that reason why the young mutants of the X-men didn't want this to be the last time they saw them. But if this was how they wanted to do things…Then they had no right to stop them.

"If that's the way you guys want it…" said Angel as he stepped forward, "Than I think I speak or the rest of the X-men when I say, it really has been a privilege."

"Likewise…" said Cyclops as he extended his hand in a show of good will.

Then, in a symbolic moment, the leader of the X-men shook hands with the leader of Shadow Cell…Hoping this wouldn't be the last time.

"Come out alive…Ya hear?" said Wolverine, his eyes once again falling on X23, the young girl who shared his blood.

"Don't worry, Logan…" said X23 managing a wolfish grin that many thought looked so much like Wolverine, "If we do survive…You will see me again. I know we have a lot to make up for."

Such words actually made Logan smile, for it showed him just how much this girl was like him at heart. It was a rare thing for him to smile at times like this, but for this special instance, he was willing to make an exception. And while he wanted to keep his Wolverine demeanor, that didn't mean he couldn't express just how great an impact these remarkable soldiers had on him…X23 in particular.

Such a reaction didn't go unnoticed by Storm, but she decided to keep her silence since she knew now was not to the time to confront something like this. And if they did indeed come out alive…She had a feeling they would both need each other.

"You have your job X-men…And we have ours," said Phoenix as they once again prepared to separate, "You have everything you need to get out of here, but we still have one last personal matter to take care of."

"Sinister…" said Storm, knowing from what she and the others had just seen from that madman that there was no force on the face of the planet that could keep them from him.

"Yes…" said Cyclops, his words once again turning serious, "A monster like that cannot be allowed to pursue his goals. And since we are in a sense the centerpiece of his plans…It's only fitting that we be the ones to stop him."

"Can't say I would expect anythin' less, homme," said Gambit.

"Then you know why we have to do this," finished Mayhem, knowing this was it, "This is our story…This is our mission…And we're going to see it through to the end."

And with those final words, the five mutant soldiers of Shadow Cell turned to make their leave, preparing to head even deeper into the core of the base that was about to be destroyed. However, before they got very far…One more voice stopped them for one last quick word.

"Shadow Cell…" said Mystique, who was probably the only one who truly understood the world they were coming from, "As strange and uncomfortable as this may seem, I just want to say…Thank you for helping to save my daughter."

Such words actually made the five mutant soldiers smile, for even after all the missions they had been on and all the lives they had saved…Nobody had ever truly thanked them. And hearing it from this woman who had nearly lost her daughter to this monster was a welcomed feeling…One that would give them all the more reason to fight with all their hearts to the very end.

"Just doing our job," said Cyclops as he and his comrades once again bore their guns and knives in full combat ready position, "Now come…We've got a madman to stop!"

* * *

Outside in the epic battle between GURSO and the Brotherhood, the fighting was finally beginning to wane. Magneto and his four subordinates may have been grounded and Asteroid M may have been lost…But that didn't stop them from fighting with every fiber of their being. And despite a truly valiant effort on the part of the GURSO unit…Eventually, they faltered in the face of so much overwhelming power and force.

With the Colonel gone and Dr. Essex no longer giving commands, GURSO devolved into chaos…Making them easy targets for Magneto and his Brotherhood to take down. Their once vast numbers had dwindled as a result of their fight against Shadow Cell, the X-men, Asteroid M, and the Brotherhood. Even the elite guard had been all but wiped out, leaving only scattered remnants of the once proud unit to carry on the fight in vain.

"Ha! These guys ain't so tough!" said Blob as he hurled a few flaming jeeps at a small contingent of GURSO soldiers that were trying to reorganize.

"Yeah! Some high tech unit!" said Toad, making fairly quick work of the disorganized soldiers, many of whom had no weapons to fight with because of all the EM pulses that Magneto had used to short out their weaponry.

"Yeah, without their weapons, they're nothing," said Avalanche as he used small, localized earthquakes to further confuse and scramble the remaining unit.

Up in the air, Magneto had been assaulting the remaining GURSO soldiers with burst after burst of electromagnetic energy. Now, much of their heavy ordinance from their gun turrets to weapons were rendered useless. In his rage, Magneto had pulled out all the stops to wipe them out…For he knew they were mere pawns of Essex, simply meant to slow them down from interfering. And now that GURSO was all but destroyed, he could finally settle his old score with Nathanial Essex.

Unfortunately, though…Much of his energy had been drained from the battle and the old holocaust survivor was starting to show his fatigue.

"ERR! ESSEX!" he yelled as he unleashed one last wave of magnetic energy that sent what few GURSO soldiers were left flying, disabling their suits and knocking them out of the fight once and for all.

Upon letting out this final burst of energy, Magneto began to saunter in mid air and was on the verge of passing out. And upon seeing this, Quicksilver sprung into action.

"Dad!" he yelled, using his super speed to quickly make his way over to where the master of magnetism was about to impact the ground.

Luckily, his speed did him well in this instance and he managed to catch his tired father. He was still conscious, but noticeably drained. He had pushed his powers to the limit using Asteroid M and fighting against GURSO, but in his blind rage it did not matter to him. All he could think about was Essex…His one time ally.

And now that Asteroid M was in ruin, he had all the more reason to make him pay.

"Dad…Magneto," said the speed demon, helping his father back to his feet, "Are you okay?"

"Yo boss!" said Toad as he, Blob, and Avalanche quickly converged around their leader, "Are you still up for this?"

"I'm fine…" he said, shaking off his fatigue and standing under his own power.

"Wow…" said Avalanche, surprised at the old man's resilience, "Maybe you should…"

"No…" he said, cutting the young man off in mid sentence, "I cannot stop now. Essex's little army is finished…Now there's nothing for him to hide behind. He destroyed my base…He ruined my plans…Now I'm going to ruin him."

There was still so much anger brimming within the old man's tone…Anger that seemed so full of rage and sought only vengeance. And it was for that reason why none of the Brotherhood boys questioned his orders…For it was not over yet. There was still plenty of battle left for all of them…But one way or another, it was all going to end soon.

"Come Brotherhood!" ordered Magneto, ready for the final battle, "We still have a job to do…And I still have a few matters to take care of."

* * *

AN: Man! That was intense! At long last, things are finally starting to unravel for Mr. Sinister. His seemingly unbreakable control has finally begun to falter and the last showdown between him and his most coveted creations draws near! This is going to be a fight to remember folks…A battle for the ages! It's all so close! Everything is coming together! And if you want to see how it all turns out, stay tuned to see the mind blowing culmination! So what do you all think? Do you like where this fic has led? Has it been a ride to remember? Tell me! Please REVIEW! Send your feedback to me via email or post it on the fanfiction website! The big climax is just up ahead folks! Stay tuned to see how it all pans out! Thank you all very much for reading this epic story that I have sunk so much heart and soul into and I wish you all the best!

REVIEW! THE MORE INSPIRED I GET THE MORE MOTIVATED I GET!


	46. Vengeance

**Sinister Soldiers  
Chapter 46: Vengeance**

****

* * *

With Shadow Cell and the X-men now separate, each team went about fulfilling their respective tasks. Their mission had taken a turn, for now that Rogue was safe and Sinister's machine was useless. That left only one more task…Destroy Shadow Cell HQ. They knew Sinister was probably still alive, but now he was on the run. He was no longer pulling all the strings. His plans were crumbling around him. And now they were about to go up in flames, courtesy of his own creations and the young team of mutants that he had so greatly underestimated.

Upon separating, Shadow Cell made their way deeper into the facility where the main power core resided while the X-men made their way back down the corridors they had come from. And since they had managed to fight their way through that area already, there were no GURSO soldiers to deal with this time around. The whole facility had been evacuated upon Asteroid M's appearance, so it looked like a high tech ghost town. But it wouldn't be that way for long…Not after they got through with it.

"This is where we part ways!" said Mystique as they once again found themselves in the hub just outside the lab area, "I have to get to the hangers on the north side! The rest of you keep going!"

"You sure you can handle this alone, Mystique?" said Wolverine as they all briefly stopped as the shape shifter took her share of the C4 and began making her way down one of the paths they hadn't gone through.

"Please, Wolverine…" she scoffed, "You don't spend years as an international mercenary without learning a thing or two about explosives. I'll be fine, just get my daughter out of here and make sure she's safe!"

It was still a bit weird hearing this woman, who had been one of the biggest enemies to the X-men since day one, show such great concern for her children…Then again, she had always been a bit of a mystery as her name implied. Now they were seeing a side to her the likes of which they had never thought she was capable of, nut after having fought alongside them to save Rogue, it was clear that there was more to this woman than the cold, embittered woman they had all known and fought against.

"Don't you be worryin' about Rogue, cherè…" assured Gambit, who still had the southern beauty securely in his arms, "We'll get her out."

"See to it that you do…" she said, her trusty Patriot still in hand as she prepared to make her leave, "Because I have every intension of seeing her again."

And with those final words, she was about to make her leave. But before she could go, Kurt stopped her.

"Mystique! Vait!" he said to his estranged mother whom he had only just begun to see in a new light.

Upon hearing the voice of her son, Mystique once again stopped to face him, for his desperate tone had once again brought out many of those long dormant maternal feelings that she was only beginning to truly experience.

"Thank you…" he told her, sounding not as just some other enemy on the opposite side of the spectrum, but as a son deeply grateful to see that the woman who gave him life truly did care more than he ever could have imagined.

His words definitely struck a chord with Mystique and for a moment, her stoic poise faded as her maternal instincts took over. Looking back at her son, she knew she had a lot to make up for. She hadn't been there for him or Rogue…She hadn't been the mother she should have been for them. Time and time again, she tried to do what she thought was best for them when in reality it only made things worse.

Now, after having jumped ship from Magneto, she knew her life was probably not going to last much longer, but none of that mattered now. All that mattered were her kids and the fact that she was finally there for them as she should have been. And that feeling alone was more than any triumph she had experienced in her long, complicated life.

"It's not over yet, my son," she told him in response, her usually cold tone faltering somewhat, "We still have a job to do. You have yours…I have mine. So let's finish what we started."

"Right…" said Nightcrawler, knowing that nothing was going to stop her now, "But promise me you'll come back to us."

"Don't worry Kurt…I promise," she affirmed, showing that she had no intentions of backing down.

And with that thought in mind, Mystique made her leave…Ready to fight through the depths of hell itself in order to once again see her kids and make up for everything wrong she did. But once she was out of sight, Kurt was still hesitant to leave, for he didn't want to just see his mother run off into the unknown, uncertain what she would face.

Even as the others began to make their way back down the corridors where they had come from, Kurt still lingered, looking back at the path where his mother had run off into, unsure of he would see her again.

"Kurt! Come on! We have to go!" yelled Angel, leading the group onward from the front.

"Yeah, don't worry about Mystique, luv," said Psylocke, "She can handle herself."

Despite those words, Kurt continued to linger. Part of him wanting to go after her to make sure that she was okay. But the more logical part of him told him to honor her wishes and stick with the group. It was clear that she wanted both him and Rogue out of this place, but that didn't make him worry any less about her.

"Kurt…" said another, more comforting voice from behind, "Come on…She'll be okay."

Turning around, Kurt was met with the crystal blue eyes of Kitty Pryde that he knew so well. Gently, she placed a hand upon his shoulder, lending to him what support she could, for she had always known the conflicting feelings Kurt had harbored about his mother…And now that she had risked her life and betrayed Magneto to help them, it would definitely had an even greater impact on him.

"Kitty…" he said, still unsure, "I just…I can just leave her to…"

"Hey, she made you a promise," she reminded him, "It's up to her whether or not she'll keep it. Just do what you always tell me to do…Have faith."

That actually got Kurt to smile a bit. Sometimes, even he needed to be reminded of his faith. And in times of such great stress, sometimes it just took the simple comfort of a close friend to make all the difference necessary to keep him going.

"Faith…" he repeated, taking Kitty's hand within his, "Yeah…Thanks Kitty."

"Anytime fuzzy," she said, smiling in return.

"Hey! You two!" yelled Wolverine from the group, "You can flirt later! Now, we gotta move!"

"Right Volverine," affirmed Kurt as he and Kitty started working to catch up with their friends, but not before taking care of one last little matter, "Ve'll finish this later, ja?"

"Definitely!" replied Kitty, who had every intention of doing so when the time finally came.

With the path before them open and unobstructed, they moved fast towards the loading area where they had arrived earlier. The point where the perimeter facilities met with the main structure would be the place where they would detonate the C4, maximizing the damage necessary to send this place crumbling to the ground. The vast majority of this particular side of the base was already very unstable from all the tremors caused by the battle with Asteroid M, so it wouldn't take much to deliver the final blow. And once they were in place, it was only a matter of making sure the explosives were put in the perfect spot.

"Over here!" said Wolverine as they all stood near the doorway that separated the main loading dock from the hub that led into the heart of the base, "This should do the trick. Wings, can ya get the charge on top of the doorway?"

"On it Wolverine," said Angel as he quickly took to the air and placed the C4 right above the entrance.

"So how long do we have before this place goes up in flames?" asked Psylocke, already eager to get out of this place.

"These things are synchronized," said Wolverine as Angel flew back down and landed right besides them, "They'll only go into affect after the other two charges are in place. After that, we'll have just one minute to get as far away from this place as possible."

"Well the red light was on when I placed the charge, so chances are neither Mystique or Shadow Cell has placed theirs yet," said Angel.

"Good…Then that leaves us plenty of time to get clear," said Storm, feeling as though they had been here long enough anyways, "It seems as though they have already evacuated this place, so we should probably…"

Then suddenly, before the former weather goddess could finish her sentence, she was cut off by the sound of a deep groan coming from the still weakened body of Rogue. Gambit was now feeling her move in his arms, feeling as though she was returning to the conscious world.

"Rogue?" said Gambit, cradling her head with one hand as she continued to stir out of her dazed state.

Upon hearing that familiar voice, Rogue knew she was no longer in the nightmare that had been that glass prison. Her memory was still very sketchy about what had happened, but upon hearing the voice of the man who so often managed to get under her skin more than anybody else, such details seemed all but irrelevant.

"Remy?" she said softly as she opened her eyes and saw the blurry vision of a handsome Cajun looking back down on her with those alluring red on black eyes.

"It's okay, cherè…Gambit's got ya," he said with a smile, letting her know that this was real and not just some dream.

As everybody crowded around her, it all began to come back to her. She remembered Magnum grabbing her and knocking her out…She remembered waking up feeling dazed and disoriented…And she remembered looking into the eyes of a cold, sinister looking man as he put her in some strange tank and feeling everything around her fade to black. The details were still a bit sketchy, but she was free now. She was no longer at the mercy of whoever that insidious man was.

Then, something else dawned on her…Something she remembered vaguely after having been freed from the bio tube. And as soon as it hit her, her strength came rushing back to her as a new sense of urgency overtook her.

"Mystique!" she said as she began to struggle her way out of Remy's arms, "Remy, where's Mystique!"

"Mystique?" said Angel with a curious tone, for it almost sounded as though she was concerned about her when he thought she hated that woman with a passion, "What are you…"

"She was here!" she said, struggling to regain her balance, "Where is she!"

"Wow, like, calm down Rogue!" urged Shadowcat, thinking that it probably wasn't healthy for her to get so worked up after having just regained full consciousness, "You're still a bit woozy from…"

"Ah'm fine, damn it!" she said, shaking off the support that Kurt and Remy were giving her to help her stand, "Just tell meh where Mystique is!"

"We separated…" said Storm in a calm tone, seeing that Rogue was starting to get a little hysterical for some reason, "We had to separate in order to plant explosives so we could destroy this awful place. And Mystique went off to plant some near the air hanger, but she said that…"

"Ya mean ya let her go, just like that!" she exclaimed, sounding short of breath, "We gotta go back and get her!"

"Vhat!" said Nightcrawler in a shocked tone, keeping one hand on her shoulder, for he was still weary about her state, "Rogue, you're in no condition to…"

"Ah'm fine, okay!" she shot in response, shaking herself free of his grip even though she was still a bit wobbly, "But Ah'm not leavin' this place until we go back and get Mystique!"

"Rogue, didn't ya just hear what we said!" exclaimed Wolverine, "This place is gonna be wired to blow! We have to get out of here as soon as…"

But Rogue didn't even wait for him to finish, for she wasn't leaving this hell hole without Mystique. She had too many questions that only she could answers.

"Fine! If y'all are gonna go, then Ah'll stay and find her myself!" she shot as she quickly broke away from Kurt and Remy and ran back down the hall they had come from with a renewed surged of strength.

"Cherè! Wait!" yelled Gambit, who tried to go after her, only to be held back by Angel.

"Rogue!" yelled Kurt as he too began to go after her, "Rogue, vait for me!"

Kurt was still limping from his ankle, but he set that aside as he fought to catch up with his sister. They dashed back through the unstable corridor that they had come from.

"Kurt!" yelled Kitty, who started to go after Kurt as well, only to be restrained by Psylocke.

Then suddenly, the ceiling over the corridor gave way as the already weakened structure began to succumb to all the damage it had sustained under the attack from Asteroid M. Now, Kurt and Rogue were separated from the others by a barrier of debris. But that didn't stop Kitty from trying, knowing she could just phase through it. Yet still, Pyslocke held her back.

"Wow! Hold on there luv!" said Betsy as she and Angel held back Gambit and Shadowcat, "We don't need any more people running off!"

"But we can't just leave dem!" shot Gambit in response, trying to shake himself free from Angel's grip.

"She's right, Gumbo…" said Wolverine, who had to help Angel restrain the Cajun from breaking free, "We don't have time and we can't risk it! Besides, Mystique is their mother. This is their fight."

"But Mr. Logan!" exclaimed Kitty, "We can't just…"

"No…" said Wolverine as he looked back towards where Kurt and Rogue had run off to, "We have to get out of here. Kurt and Rogue still have something to take care of and if we go after them we'd just be putting more of us at risk! It's a family matter and they're the ones that have to handle this. It's personal…And trust me, it's best not to get involved with personal matters."

Even though they still wanted to go after them, they could not deny the truth in Logan's words. There was clearly more to this than they understood. Wolverine understood personal vendettas better than most people and he was well aware that if they got involved, it would only further complicate things. Besides, Kurt and Rogue were tough and they could take care of themselves. But what stuck out most about their actions was the underlying attitude Rogue had towards Mystique.

It was as if Rogue had remembered something she hadn't remembered before…Otherwise there was no way she would have gone back to risk her life for Mystique. There hadn't been any time for her to explain it, but it was clear to them that something was different. They just had no idea of knowing what it was.

Finally, Shadowcat and Gambit stopped struggling and conceded to Kurt and Rogue's wishes. This didn't stop them from worrying, but there was little more they could do at this point.

"Rogue…" said Gambit as if he could speak to her through the distance.

"She'll be okay, luv," said Psylocke confidently, knowing both Kurt and Rogue knew how to handle themselves.

"Yeah, Logan's right…This is something they have to handle," added Angel, "But for us, we have to get out of here and get the jet ready!"

As much as Gambit hated to admit it, he knew that by going after Rogue, it would only further complicate matters. This truly was something that he could not help her with. This was something only she and Kurt could handle. He only hoped that she would be okay, for he didn't want to lose her again. There was still so much he wanted to tell her and after having nearly lost her already, he was bent on letting her know when this was all over. And hopefully, he would get his chance.

For Kitty, she had reached the same unavoidable conclusion. Mystique was their mother and this was their fight. It didn't make her worry any less about her friends, but it stop her from going after them…Which probably wouldn't help matters in the slightest. She was deeply concerned for Kurt, but she was willing to let him do this and she had no right to stop him. She just hoped he would be okay and he would still be there to make her laugh in the end.

"Come on, you two! Let's go!" said Wolverine as Shadowcat and Gambit finally managed to tear themselves away from where Kurt and Rogue had disappeared into.

"Right!" said Gambit, once again regaining his confident poise, "Let's get de hell out o' dis place."

"Don't need to tell me twice!" said Shadowcat as she quickly caught up with the others.

And with one charge in place, the X-men had done their part. Now it was up to Mystique and Shadow Cell to do their part as well. Their thoughts were still on Kurt and Rogue, but they had a feeling that they knew what they were doing in going after their mother. But they knew that nothing was going to stop them from finding her. They had a lot to make up for together and they weren't about to let it go up in flames because of this heinous organization. It was only a matter of getting to her before it was too late.

* * *

Several more scattered GURSO soldiers fell as a result of yet another round of well placed shots from the trusty Patriot of Mystique. There had been less resistance than she had originally expected, but that was just fine with her since it would make her job a lot easier. With the Colonel dead and the base in chaos, the small remnants of the GURSO unit were so disorganized that they no longer presented much of a threat. Many of the officers, soldiers, and scientists who resided within the base had already fled while only the foolish stuck around. This left the shape shifter free to carry out her final task and she had every intention of seeing it through and reuniting with her children once more.

Once she finally made it to the central aircraft hanger where the main entrance to the control tower resided, she was met with a deserted facility. Normally, this place would be bustling with activity, but not this time. And once Mystique was through with it, this heinous place would never be active again.

"Payback's a bitch, Sinister…" said Mystique as she placed the C4 at the base of the control tower entrance hatch, making sure it was in the exact spot it needed to be in order to bring the whole structure down, "This is what you get for messing with my kids."

Once she made sure the explosives were secure, she activated the sensor. And much to her relief, it hadn't synchronized with the other two charges yet, indicating that the others hadn't planted theirs, giving her plenty of time to make her escape. With one final check, everything looked ready. Her job was done here…Now it was simply a matter of letting the others do theirs.

"Now to get back to Kurt and Rogue," she said as she prepared to make her leave.

Then suddenly, something stopped her cold in her tracks.

The former mercenary and skilled shape shifter quickly froze in place, firmly gripping her Patriot and scanning the area. While her senses told her nothing was there…Her instincts said otherwise. She had been in the mercenary game long enough to know how it felt to be right in the crosshairs of a gun…And right now, it was clear to her that she was not alone.

Then, out of the shadows from behind several oversized crates, the stoic Russian mercenary known as Magnum stepped out…Her trusty 44 caliber gun that she so eloquently named herself after pointed directly at the head of the shape shifter. Under normal circumstances, she would have pulled the trigger right then and there…But not this time.

That moment would come soon enough. But first, there was something personal to take care of…Something she had been waiting many years to confront.

"Raven…Darkholme!" she said in her thick Russian accent, her tone brimming with utmost hatred.

"And you must be Magnum," said Mystique, not moving an inch, knowing full well that any sudden movement could earn her a paralyzing shot, "Nice name for a gun toting psycho."

"I could say the same for you…Mystique! But I'm not going to…" she said as she made her way closer and closer to where the shape shifter was standing, her gun still aimed directly at her head.

Mystique could only see her out of the corner of her eye, but near as she could tell, this woman was quite pissed. But that wasn't what was bothering her, for she was used to meeting people like that. What was really bothering her was this undeniable feeling she felt within her that said she knew this woman. She wasn't sure where or when, but the moment she saw her during their first encounter, something clicked within her mind…And for good reason.

Magnum had waited for this moment for many years and she could tell that the shape shifter had some vague idea of who she was, but as she suspected, she didn't remember the full story. However, that was something she intended to fully remind her of before she ended her pathetic life.

"Aren't you going to pull the trigger?" said Mystique as she watched Magnum inch her way closer and closer until she was less than eight feet away from her, "I took you for the kind of killer who wouldn't hesitate."

"Keep talking…It won't do you any good," said the Russian killer angrily, "I know how you operate Darkholme…I know what you've done. When you're in this position, you usually try to outthink your opponent, talking and preaching to them in an effort to confuse and disorient them. Then you make your move…Which usually ends in yet another dead body. Well guess what? That's NOT going to work with me!"

"Then why am I still breathing?" said Mystique, staying completely still, knowing there had to be more to this, "If I can't psyche you out…The least you could do is tell me why."

The Russian born killer was silent for a moment, but her expression was still wrought with hatred. She so desperately wanted to pull the trigger and end it right here, but she wanted this bitch to know who she was dealing with…She wanted her to know before she sent her to hell where she belonged.

Slowly, Magnum reached up and removed her sunglasses, giving the shape shifter a rare view of the eyes she so often kept hidden from the rest of the world. Normally, she would wear her sunglasses so nobody could see what she was thinking, but in this one instance, she was willing to make an exception.

"Look into my eyes Raven…" she said as she walked around so she could directly face the shape shifter, "Can you see it in my eyes? The hatred I bear for your pathetic soul! Deep down, you know you have seen this face before. You know our paths have crossed in the distant past."

Mystique couldn't quite ascertain what she was implyiny, but deep down, she couldn't deny the truth in this woman's words. Looking into her dark brown eyes, she saw nothing but raw unbridled hatred. But beyond that, she saw something that looked…Familiar. She knew it was there…She just couldn't quite remember.

"Who are you?" said the shape shifter, suddenly feeling a burning need to know as she looked back into the hate filled eyes of the Russian born mercenary.

Magnum firmly gripped her gun, gritting her teeth in raw anger as she looked back into the yellow eyes of the woman who she so desperately wanted to kill. It wasn't surprising to her that she didn't remember given her history. But thankfully, the Russian killer was more than happy to jar her memory.

"Twenty years ago, Raven…Twenty years, four months, eighteen days, six hours, and forty three minutes ago…" she told her with rage in her eyes, "Do you not remember that moment? Do you not remember that day? It may be just a faded memory for you…But I remember it so clearly I can still smell it. Every sight, every sound, every smell within the air…It's so clear to me that I can practically relive it in it's entirety at any given moment."

"You've officially lost me," said Mystique, already beginning to feel a bit uneasy with just how thorough this woman kept up with the flow of time, meaning it must have been something major.

Magnum let out an angry grunt, frustrated that this blue skinned bitch couldn't recall that which had haunted her so all these years. But she would know soon enough, for the Russian born killer knew the only thing she needed to rekindle that memory that hung so clearly in her mind was a simple name…A name that meant more to her than anybody could ever contemplate.

"Sergi…Gregori…Noriscovitch!" she said sternly, the words dripping from her mouth like venom, "Does that name not ring a bell?"

"Sergi Noriscovitch…" said Mystique, saying that name as if it were a spiritual revelation.

Suddenly, it all came rushing back to her…That day twenty years ago. She never thought she would have to relive it again. Yet here she was, standing in the presence of probably the only person on the face of the planet who understood that moment in the same manner as her.

"So you do remember…" she said in an ice cold tone as she watched the look of shock on the shape shifter's face, "You remember that day. Sergi Noriscovitch…Also known as the Kingpin of the Russian mafia! In the days of the crumbling Soviet empire, he ruled the free underworld with an iron fist in one hand and a velvet glove in the other. Arms, drugs, extortion, prostitution…He practically ran it all with fairness and efficiency. He alone flew in the face of the corrupt Soviet government. He alone created an isle of freedom in the Russian underworld…Isolated from Communist oppression."

"That's one way of looking at it…" grunted Mystique, knowing all too well who she was talking about, "Another way is he was also a madman, a lunatic, and a blood thirsty psychopath who killed more people than the old Soviet government ever could have managed! He killed thousands…Probably millions with his greed! He was a monster…One no different than the Communist government he hated!"

"SHUT UP!" yelled Magnum in response, firmly gripping the trigger of her 44 caliber, wanting so badly to blow her away for that, "Sergi was a true Russian! A soldier of the Motherland who sought to save it from oppression and oblivion! He killed only those who deserved to die! The criminal underworld was strong, organized, and efficient under his guidance. With all the money he made from the crime that he controlled…He brought many out of poverty, protected the weak from the corruptions of the state, and kept in balance the fragile power structure that could have left the world engulfed in am atomic fallout. But most importantly…He was my father."

That alone caused Mystique's heart to skip a beat. Sergi Noriscovitch was a name she hoped would never hear again. It was a name that still brought fear amongst Russians of every kind. But now, here she was…Standing in the presence of the devil's offspring…And all she could do was gasp.

"Oh my…" she began as she looked back into the stoic woman's eyes, seeing the same darkness within them as she had within Sergi.

"Yes…I can see it's all coming back to you. You remember Sergi…You remember the little girl who he trained and nurtured to follow in his footsteps…And you remember how it all came crashing down that day twenty years ago on that cold, January night."

Once again, the memory played out in the stoic Russian's mind, still as vivid as the moment it happened. Only this time, she wasn't the only one…This time, Mystique knew as well. It was a memory she had tried to forget, but Magnum wouldn't allow that. She wanted her to remember every little detail before she finally met her doom.

"It was the biggest deal in the history of the Russian mob…" she said as she recalled the details of that fateful, snowy night, "The forces of American, Russian, Sicilian, and Columbian mafia were to meet together for a record exchange. And part of that exchange were plans for nuclear weapons, advanced assault rifles, and a new breed of explosives that would have flooded each participant with an ocean of money. I was eighteen at the time and I had just completed my training with the KGB and Soviet Special forces. And to celebrate, my father allowed me to accompany him. I remember standing right by his side as he shook hands with the kingpins and godfathers of crime. He worked his skills like a magician, negotiating a deal that would have secured the Russian mafia's place for many years to come. But unfortunately, there was but one little bug in the plan…One insignificant little pest that destroyed it all!"

"That would be me…" said Mystique, not allowing her to finish, for she could take it from here, "Yes…I remember now. That deal was seven years in the making and it was going to cement a global criminal empire that would have bathed every nation in blood. And for a few small time militias in Siberia and Eastern Europe, it was something they couldn't allow. So they pooled their resources together and hired the top mercenary at the time to stop the deal. And twenty years ago, the number one mercenary in all of Central and Eastern Europe was me."

This once again caused Magnum to let out an angry grunt, for that memory was one of the few things that could shake her usually cold, stoic demeanor. No amount of rage could ever match what she felt at this moment…No amount of hatred could ever equate towards how she felt towards this woman. And on her father's grave, she was going to end it here.

"It was an act that destroyed everything!" growled Magnum, now holding the gun a mere couple of inches from the shape shifter's forehead, "Everything was in place! Everything was set to end right then and there! Each party had what they wanted and each party was satisfied with the terms. Then…A single shot rang out from a PSG1 long range sniper rifle with a mounted infrared tactical scope, hitting my father directly in the forehead. His brains…Fell right…In my hands!"

The sound of that shot rang clearly in the Russian born mercenary's head as if it had just happened a moment ago. It had echoed all throughout the area, forever searing itself into her memory. Mystique could tell that it really did affect her. Her breathing became more ragged, her hands were literally shaking as she firmly gripped her gun, and she was gritting her teeth in raw anger. The feeling of her father's blood splattering onto her face and body was still so vivid, like stains that could never be washed away. But she wasn't done yet.

"From that one shot…Everything fell apart. My people thought it was a double cross…Their people thought it was a double cross. Everybody suspected everybody. There was no time for questions…Only time for actions. I tried to get my father out of there, but he was already dead. I was armed with nothing more than the gun you now see before you and I managed to hold my ground for a short while. But each group had brought too many soldiers and wielded too much firepower. It was not a battle…It was a slaughter. Each side lost their leaders, their associates, their elite guards…Everything. I tried to hold things together, but my youth was my weakness. I took seven bullets that day…Seven bullets that tore through my body. Without my father, I was left for dead…My corpse thrown into the icy waters of the Volga River. Only…I wasn't dead."

Before Mystique's eyes stood the lone survivor of that fateful night…Before her eyes stood the little blonde haired girl standing by her father's side as he carried out a deal that would have secured them all in terms of funds and alliances indefinitely. It was a scene from her darkest nightmares. Olivia Noriscovitch…The daughter of the Russian Kingpin…Was standing here right before her very eyes.

"I just barely survived that night," she went on, her voice shifting back towards her usual stoic demeanor, "My body was wounded, but wounds can heal. No amount of time or treatment could ever mend the scar upon my soul and my honor! And from that moment on…I truly was dead in every sense of the word. My father was dead, the livelihood he created was in ruin, and I was alone. I tried to reorganize the Russian mob to it's former glory, but with the death of my father, there was no more honor among those who were driven only by greed. And it was from that moment on that I forever broke away from the underworld that had spawned me. It was from that moment that Olivia Noriscovitch truly died…And Magnum was born."

It was a story that Mystique never thought she'd hear again. But now, as she looked back into the hate filled eyes of the woman that had fought so hard for this day, it all made sense now. The link in their pasts was clear to her now. The lone survivor of that one deal was right there before her. The final piece of that fateful moment had come back to haunt her twenty years later. And Magnum had every intention of rectifying that which had been done to her and he father all those years ago.

"So you became a mercenary…" finished Mystique, "Just like the one who killed your father, you became a murderer for hire."

"Indeed…And even as the daughter of a Russian kingpin, I couldn't bring the empire my father built back to it's former glory. Honor had been lost among the criminal underworld, replaced by greed and apathy. My father always taught me that honor, loyalty, and strength, be it in crime or combat, mattered most. I sought to carry on those ideas, so I became a soldier. I filled my body with the best chemical steroids that the black market could muster, I trained religiously, traveling abroad and perfecting CQC, and most importantly. I carried on the fight my father began, working to weed out those without honor be they in the world of crime or otherwise."

"And yet here you are working for Sinister…Paying the price for your actions."

Such words stung the Russian born killer more than she was wiling to let on, but unknown to Mystique, there was more to it than that.

"Don't judge things you don't understand, Mystique. Unlike you, I cannot pass my legacy on to a new generation. I cannot bear the offspring to carry on the unending battle. Twenty years of fighting is twenty years too long. And from what I've seen…From what I've experienced…I've come to realize just how sick this planet is!"

"And you think that gives you a right to destroy it!" shot Mystique, keeping the Russian born killer on edge, "You lost your ability to reproduce, so you decide to shack up with some psycho because he can give you what you yourself threw away!"

Such words were seriously trying Magnum's patience. She was so close…So incredibly close to avenging her father and regaining the honor she had lost that day. Yet still, she wanted this woman to know the truth before it finally came to and end…She wanted to know just who it was she was dealing with.

"No…There's more to this than my legacy. Those five mutants…Those perfect genetic marvels that my blood helped create…Are already a testament to my genes. It is only through their evolution that my legacy will truly live on forever. Once they become the dominant species…They, along with their descendents, shall carry my genes on through each passing generation. And through this, I will have truly left my mark upon the world…I will have left something behind after I follow my father towards my rightful place. That's why I joined Sinister…That's why I helped him. It wasn't merely to see my legacy passed on…It was to cement it onto the next dominant species that will finally wipe out all the corrupt filth of humanity that has consumed the world."

"Well I've got news for you, Noriscovitch…" said Mystique confidently as she looked back down the barrel of Magnum's 44 caliber without fear, "Sinister's plans have been terminated!"

"Oh, but that's where you're wrong, Darkholme," grunted Magnum in response, "You see, he has already given me part of what I wanted. He put my genes into my students. And in return, I gave him unyielding loyalty. And through that loyalty, he let me in on his little secret…"

"Secret? What secret?" said Mystique, quickly becoming confused.

"He is immortal…He can never be stopped. Even if you stop him today, that won't hinder his plans…It will only delay them. And as long as he's alive, he'll keep working towards his goals."

"And I take it you'll keep helping him?" scoffed Mystique, finding it somewhat insulting that this woman considered herself honorable.

"That's where you're wrong, Mystique…" said Magnum in response, much to the shape shifter's surprise, "I only helped him because he gave me something in return. And since he's already given me exactly what I wanted, our deal is complete. Now, it's up to him to keep up with his own plans and since he's immortal, it's only a matter of time."

"No. You're wrong!" said Mystique, knowing from what she saw earlier that Sinister was far from immortal, "Just because that freak told you he couldn't die doesn't make it true. He may be strong, but he's still mortal…And he CAN die."

"Oh please…Do you think that matters to me?"

"What!" said Mystique, once again shocked by this woman's turn of words.

"Even if what you say is true, there is only one force capable of stopping him…My students. If they destroy him, my genes continue to live on in them. If he destroys them, Sinister will just use my genes to create more advanced beings. Either way…I win."

It was a true testament to this woman's madness. Mystique knew she was no poster child for sanity herself, but even by her standards this woman was sick. She was willing to help a madman wipe out humanity just so she could pass on her legacy. She foolishly destroyed her ability to have children…And now she was willing to destroy so much more in order to make up for it. And for that reason, Mystique could only think of one thing to say to this woman.

"You're crazy!" she said with raw venom in her tone, "Your fucking crazy!"

Magnum just let out an unaffected scoff. Coming from this woman, those words hardly meant anything to her. It was all a matter of relativity to her. This was what she had been working for and she was not about to let this shape shifting bitch stand in her way. She owed her father that much…And now she was finally ready to finish the job.

"Crazy or not…This is the end, Mystique!" she said, firmly gripping her gun in preparation for the final blow, "I got what I want from Sinister and now it's all on him. But my legacy isn't the only reason I chose to follow him. In fact…It's only half the reason."

"Oh really? Then what's the other half?"

"You…" she answered coldly, "I captured your daughter…I brought you here…And now I can finally make you pay for what you've done. And honestly, of all the things I've done, NOTHING felt better than making you feel the pain of your seed in harms way! For twenty years, I vowed to find the one responsible for my father's death and the destruction of the world I held so dear. Now, at long last I can finally finish what should have been done years ago. And once I'm through with you, I'm going to have a hell of a time working on those kids of yours!"

That did it for Mystique. Those were the words that sent her over the edge. Even by her standards, this woman was a monster. By all accounts, she should have died with her devil of a father twenty years ago. And now here she was threatening her children. For Raven Darkholme, threatening her was something she could take…Hell, she was used it almost. But threatening her children was going too far…And she would NOT allow this psycho bitch to hurt them.

"NO!" she yelled as she sprang into action.

With reflexes almost too quick to be human, Mystique managed to duck below the sights of Magnum's gun and deliver a firm punch to her extended hand, effectively disarming her of her beloved weapon. The adrenaline surge from the mention of her kids drove her speed as Magnum still managed to get one shot off before she lost her gun, which was all she really needed in her mind. Unfortunately, this fateful shot missed and Mystique wasted no time in making the first move.

Mystique then tried to fire at her with her Patriot, but Magnum quickly knocked that out of her hands as well with a quick disarmament move, leaving the shape shifter with only her bare hands to fight this gun wielding super assassin. But in her mind, that's all she needed.

"Eraahhh! Nobody threatens my kids and gets away with it! Especially not some bitch who should have died twenty years ago!" she spat as she unloaded a barrage of punch combos and heavy kicks upon the powerful Russian mercenary.

Mystique's sudden rage did not surprise Magnum, for she had a feeling that the shape shifter would probably react upon the mention of her children. Her willingness to fight alongside the X-men to save her daughter was evidence enough of that. And even though she missed the shot that should have ended it all, she was quick to counter each one of her moves with effective counters while the shape shifter quickly wore herself down.

"You'll have to do better than that, shape shifter!" taunted Magnum as Mystique quickly wore herself to the point of exhaustion, leaving her more vulnerable to the Russian mercenary's tactics.

"Fuck you!" yelled Mystique in response as she attempted to land a decisive blow upon her face.

However, Magnum saw this coming and was quick to counter.

"Bad move bitch!" she said as she managed to quickly grab her arm and pull her into a grapple.

Immediately, Mystique tried to break it, but was quick to learn just how strong Magnum was on a physical level. In her rage, she had briefly forgotten that this woman had pumped herself full of ever conceivable steroid on the black market. Trying to overpower her was like trying to overpower over twenty men and Magnum was quick to let her know as she easily pushed back, causing Mystique to keel over onto the floor, causing a few bones to crack in the process.

"Errrrr!" grunted Mystique in pain as she felt the sting of the Russian assassin's grip on her arms.

Her vain struggle only made Magnum grin as she watched her face twitch in pain. She was definitely going to enjoy this…And if her father was watching from somewhere beyond the grave, she had a feeling he would as well.

"Time to die, Darkholme!" growled Magnum as she hit Mystique's arm with one of her knees, bending it in the wrong direction.

"Ahhhhh!" she yelled, feeling the sting through her body as she was then drop kicked onto the ground.

Then, with her spare guns in hand, Magnum now had two shots to finish the job…When in her mind, she only needed one. Mystique was grasping her dislocated arm in pain, trying hard not to focus on it. She knew from years of experience that when injured in the middle of a fight, it was not wise to focus on bodily pain for any period of time. There was plenty of time so suffer afterwards, but during a battle…Pain took a back seat to victory.

"As you once so eloquently put it…Payback's a bitch!" said Magnum as she pointed her guns directly at the head of the blue skinned shape shifter.

"Yeah…And so am I!" muttered Mystique as she quickly sprang into action, setting aside her pain and forcing herself up off the ground in order to effectively counter.

Magnum was about to fire off her shots, but this time Mystique got to her before she could and kicked one gun out with her foot while using her good arm to effectively disarm her other by dislodging the trigger and feeding mechanism. It was a move that merely frustrated Magnum, for this woman was proving to be quite meddlesome. But then again she had a feeling that this woman would be no pushover.

"Come on, Noriscovitch! Fight like a soldier!" grunted Mystique, still grasping her arm as she stood before the unarmed Russian mercenary.

Then, much to Magnum's dismay, Mystique finally managed to bend her arm back in the right direction. And thanks to her shape shifting abilities, it was still good enough to fight with, despite some lingering sting. But no matter what her state, Magnum was determined to see her fall…Even if she had to do it with her bare hands.

"Let's end this!" grunted Magnum as she launched her attack.

This time, it was Mystique's turn to go on the defensive as she was force to block a barrage of punch combos mixed with effective grabs and skeletal manipulation techniques that were common with CQC. Such skill was difficult for the shape shifter to avoid and she sustained numerous blows as a result, taking a foot to the gut and several punches to the face.

"You're losing your edge, Mystique!" grunted Magnum as she landed several more blows to the face and torso.

"Erah! Lose this!" grunted the shape shifter as she managed to counter one of her kicks with an effective roundhouse to the face.

This caused Magnum to fall back slightly and gave Mystique the opportunity to go on the offensive. And despite the pain from Magnum's powerful blows and the lingering sting of her skeletal manipulation, she fought on with great determination. Yet still, she only managed to land minimal blows to the angry Russian mercenary, striking at her face in an effort to disorient her since the rest of her body was too hard and strong. But Magnum showed she had very quick reflexes that were pretty much on par with hers, causing her to once again wear herself down.

Eventually, the blows Mystique had suffered caught up with her and she began panting for air, which was a good sign for Magnum and a clear indicator that it was time to make her move.

"Face it bitch…You can't beat me!" said Magnum, with only a small hint of blood on her lip.

"Shut up!" spat Mystique in response, whose face and body looked quite a bit more mangled as a result of all the blows she suffered, "You're good…But you still have all your father's faults."

"Oh don't be so sure about that…" said Magnum with a grin.

Then, seeing her chance to make a decisive move, Magnum lunged at her with a powerful punch. Mystique instinctively blocked this, but Magnum had anticipated this and used the split second she had to land a devastating targeted kick to the torso which sent the shape shifter flying back up against the crate, effectively knocking the wind out of her lungs.

Trying to get the air moving in her lungs again, Mystique struggled in gasps. But this was all Magnum needed as she prepared to make her final move. However, before she ended this long overdue fight, she quickly made her way over towards the area where the fight had began and picked up her beloved 44 caliber, wanting to have this with her when she finally succeeded.

"My father may have had his shortcomings…" said Magnum as she did a few gun slinging tricks while making her way over to the downed shape shifter, "But unlike him, I have had time to learn from them. In all my years as a mercenary and a soldier, I've come to see the darkest side of humanity."

Mystique tried to get up as she got closer, but her head kindly reminded her just how devastating Magnum's blows were as she was hit with a sudden bout of light headedness. Magnum seemed to notice this and only grinned at her predicament, for her suffering was merely the icing on the cake. And after what Mystique put her through…She deserved far worse.

"The human race, in all its majesty, is still too flawed for it's own good…" said Magnum as she placed her trusty gun back into her main holster as she neared the struggling shape shifter, "And as time has gone on, I've seen just how fast mankind is devolving. Greed…Apathy…Hatred…They fester and grow like scars. The world itself is ailing, all because mankind cannot accept peace. The human mind is ignorant, stupid, and undeserving of the gifts that evolution has presented them. Only with Sinister's plans will this world attain a new golden age…And only through evolution will the suffering of this world finally end. And as a soldier, I plan on seeing it through even if takes the lives of every last ignorant fool on the face of the planet!"

Mystique tried to get up and fight back, but this time she was too weak. This time, Magnum wouldn't give her the chance. With one swift move, the super strong Russian assassin grabbed the neck of the blue skinned shape shifter and lifted her up off the ground, pinning her against the crate while she began to struggle for air.

"We're both soldiers, Raven…" she said as she watched the shape shifter struggle and choke, quickly becoming weaker and weaker by the second, "We have our causes…We have our ideas that we fight for. We're both professionals. But this…This is personal!"

"Augh!" choked Mystique, feeling her world start to spin as she tried to break free from the iron grip of Magnum, but to no avail, "No…"

"Yes!" said Magnum with a grin, feeling so close to victory as she felt Mystique's movements become increasingly weak, "Your time is up, bitch! With you dead, I will forever be known as the greatest mercenary of all time! The honor of my father and the Russian Motherland must be forever avenged!"

Mystique was nearing her final gasps. She couldn't hold out much longer against this woman…She couldn't talk, breathe, or even fight back. Every limb began to grow weak as the world around her began to spin, yet the blaring hatred in the eyes of the angry Russian mercenary remained clear and Magnum wanted them to be the last thing she saw before she sent her to hell where she belonged.

"It's over, Mystique…Now you die!"

Then suddenly, a deafening shot rang out over the tense ambience of the moment…Quickly shaking Magnum out of her triumphant mindset as her grip slightly loosened in response. The bullet had passed right by her, impacting the crate and leaving her unscathed. This allowed Magnum's mind to quickly trace the path of the bullet. However, once she saw the source of the shot, her concerns were quickly set at ease…For it seemed as though her luck just got better.

"Put…Her…DOWN!" yelled a still shaky Rogue, holding in her hand the Patriot that Mystique had been carrying earlier.

Magnum merely let out a scoff as she saw the young woman that she had kidnapped earlier standing a mere twenty feet from her, aiming the powerful gun directly at her head. Standing right by her was Kurt, the fuzzy blue son of Mystique who shared his sister's determined glance as they both saw their mother in peril.

Yet despite their presence, Magnum did not seem at all threatened as she let go of Mystique's neck and let her fall limply to the ground, knowing she could deal with her later. And besides, it was only fitting that she be alive when she killed her family in the same way she had killed her father.

"Well, well, well…The bitch's seed finally decides to show up," taunted Magnum as she casually made her way over towards the two younger mutants.

"Step back! Ah'm warnin' you! Ah'll shoot you, Ah swear!" yelled Rogue in response, her hands shaking as she firmly held the Patriot with both hands.

"Really? Then why did you miss that first shot?" said Magnum, not slowing down in the slightest, causing both Kurt and Rogue to take a step back.

"It…It was a warning!" stammered Rogue, her hands continuing to shake as she kept the gun aimed at the approaching mercenary.

"Was it?" questioned Magnum, looking back into the young eyes of Mystique's children with the same unbridled rage and hatred as she had looked at her earlier, "Well if that was a warning, then I choose not to heed it…Because I'm going to keep walking."

"No! Stay back! Leave our mother alone!" shot Kurt, staying close to Rogue as the Russian born assassin continued to get closer and closer.

"Do you really think you can pull the trigger? Do you really have what it takes to kill another human being? Can you handle it? Are you really willing to become a killer? All for some blue skinned bitch who probably has done nothing but fill you head with lies?"

Magnum's psychological taunting seemed to have the desired affect as her words struck deep with both Kurt and Rogue. Neither of them wanted this woman to hurt their mother. Yet at the same time, they just weren't willing to kill in the same way she was. They were X-men and X-men don't kill. It was a fact Magnum seemed all too aware of as she got closer and closer.

"No! Don't come any closer!" yelled Rogue, her hands still shaking.

"Too late, girl!" said Magnum in an ominous tone as she sprang into action.

Using her super quick reflexes, Magnum lunged forth and kicked the Patriot right out of her hand. And before Rogue could even get a chance to react, Magnum hit her with a double roundhouse kick, knocking her off to the side and sending her falling to the floor.

"ROGUE!" yelled Kurt as he quickly tried to go to his sister's aid, but his temporary lapse proved to be a costly mistake.

"I don't think so demon boy!" yelled Magnum as she used her limitless CQC skill and delivered a powerful two punch combo to Kurt's stomach and face before grabbing his throat with her hands, locking him in the same choking hold as he had done with Mystique.

Kurt quickly began to struggle and choke, trying to break free of Magnum's unflinching grip, but it the Russian born killer wasn't about to take any chances with this one. As the biological son to the woman who killed her father, she would NOT let him go. He would die by her hands, right in front of his mother. It was the perfect payback…The perfect revenge…An eye for an eye…A life for a life. And it was all going to end here.

"Ack! Can't…Breathe!" choked Kurt, his lungs crying for air.

"You've taken your last gasp, boy!" growled Magnum, feeling poised for ultimate triumph, "The sins of the mother shall be paid with the blood of her children. I'll see to it that you burn in hell with her! I'll see to it that my honor is avenged!"

"Nn…No!" gasped Kurt, his world starting to spin as Magnum looked back into his yellow eyes with raw hatred.

"Yes! Can you feel it? The sound…The taste…The smell of death? I caught a whiff of it once and let me tell you…It bears a stench the likes of which no words could ever describe! Now, it's time for you to feel it as well. The time has come for you to pay for the blood that flows within your veins! The time has come for you to DIE!"

Then, with one hand still grasping the neck of the young man before her, Magnum reached for her trust 44 caliber gun to ceremoniously end the life of her greatest enemy's seed. But to her shock and horror, her beloved gun was not where she put it…It was not in her holster.

Almost immediately, her mind began to race as the expression on her face shifted, for she NEVER lost track of her most beloved gun. She always knew where it was. Then suddenly…It dawned on her…As if heaven itself had fallen atop her.

"No…"

Then suddenly…A devastating shot rang out from behind her and she felt the force of a heavy, 44 caliber slug tear through her body like tissue paper. It entered right at her side, puncturing both her lungs and ravaging her insides and creating a wound that began to gush with blood. This blinding pain caused her to lose her grip on Kurt and his body fell to the ground as he began gasping for air.

Then, as Magnum managed to turn her head towards the source of the shot…Her eyes widened with a mixture of shock and rage. Mystique…The woman who had killed her father…Was standing there, leaning up against a crate, still bloodied, battered, and short of breath, holding her 44 caliber in her hand that she had swiped when she dropped her earlier.

Her own gun…Her own beloved gun that she had wielded with unparalleled skill…Had just been used against her. In the hands of the woman she had vowed to kill…Her own gun would be the means of her demise.

"No…NO!" yelled Magnum as her mouth filled with blood and her body began to give out.

"Yes…" said Mystique, still in a world of pain, yet standing in triumph as she delivered what was without a doubt the most devastating blow imaginable, "You lose Magnum. When you see your father again…Send him my regards."

And with those final words, Mystique unloaded one shot that echoed all throughout the structure. From the very gun that this woman had named herself after, a single bullet flew through the air at great speeds…Going right through the head of the deadly Russian mercenary…Ending her life once and for all.

Her brains spilled right out of her head. Her skull was shattered like glass. And from that one shot, the body of Magnum went completely limp, leaving her dead for the ministers of death to take her darkened soul. And with one last show of twisted compassion, Mystique tossed the gun that Magnum so deeply coveted onto her bloodied corpse…Allowing her to die with her most prized possession at her side.

It was finally over…Magnum was dead. The fight had been won for Mystique and her kids. And once it finally sunk in her body slumped as her injuries caught up with her. But this time…She would not suffer alone. This time, her children were there for her.

"Mama!" said Rogue, finally recovering enough from the blow she suffered earlier as she rushed to Mystique's side.

Kurt, after having had a chance to catch his breath, managed to get up as well and scramble over towards his fallen mother, still limping from his festering ankle. Mystique was still in a world of hurt from her injuries and would definitely need some medical attention, but once she heard the voice of her two children, her heart warmed…For that was all that mattered to her.

"Kurt…Rogue…" she managed to get out as they both helped her onto her feet, holding her up as she tried to filter out the stinging pain of her body.

"It's okay, mother…Ve're here," said Kurt, managing a smile as he looked at the tattered and beaten face of the woman who had been his enemy…Yet who had also given him life.

In seeing the compassionate looks upon the faces of her two children…Mystique couldn't help but wonder. She had lied to them so many times…She had not been there for them when she should have. In nearly every conceivable regard, she hadn't been a very good mother to either of them. Yet here they were…Standing by her side in her time of need.

"You came back for me…" she said in a hoarse tone, "After everything I've done…You came back for me. Why?"

Rogue merely smiled at the woman she once hated so much, for after having woken up from her time in Sinister's machine, she had a few new memories that definitely cleared things up a bit…And with such thoughts in mind, she felt it was up to her to make good use of them.

"Because…Ah remember."

Not needing to hear anything more, Mystique simply smiled back. The pain in her body now insignificant compared to what she was feeling at the moment. She knew…She remembered…And if she made it out of here alive, they would certainly have plenty to discuss.

"Come on, mother…Ve can talk about this later," said Kurt as he and Rogue stood at both her sides in order to help her walk, "For now, let's just get out of here."

"You're right…" said Mystique, fighting through her pain as she held onto her two children as they guided her on their final path to freedom, "Come…Let's go."

And with that, the two X-men and their mother made their way out of the hanger and into the clear, leaving Shadow Cell to take care of one final task…Mr. Sinister.

* * *

AN: Man! Mystique versus Magnum…What a fight! Their paths were destined to cross again and as always, there is a victor and a vanquished. Now Magnum is no more, but it's not over yet! Stay tuned to see how it all comes together! Who will come out on top? Keep reading to find out, but before I get to that, please tell me what you think so far! Send me your feedback via email or post them on the fanfiction website! I don't care which you do as long as you REVIEW! Thanks for reading and I wish you all the best!

SO CLOSE, YET SO FAR! REVIEW!


	47. Sins of the Father

**Sinister Soldiers  
Chapter 47: Sins of the Father**

****

* * *

The X-men had done their part and Mystique had done hers. That left only Shadow Cell to finish the job. And naturally, their job was a bit trickier than the others. But tricky or not, it had to be done. This heinous place had to be destroyed. So many secrets had been revealed to them…Secrets that turned everything they once believed in upside down and inside out. But none of that mattered now. They had a mission…A mission to destroy this base before it could ever be used again for Sinister's insane goals. And even if this was the only home they had, the mission took on a greater importance.

After having worked their way into the depths of the base and after taking out the final traces of GURSO resistance along the way, Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch finally managed to reach the main power core. They were still battered, bruised, and tired from the incessant battle. Their uniforms were torn, their bodies were bruised, and they were definitely showing signs of battle fatigue. But years of training, discipline, and determination had taught them to cope with such physical agony as they pushed ahead towards the very core of the Shadow Cell main base.

Like most things in the base, it was one of the most advanced power systems in the world…Completely unknown to the public and completely non-existent to everyone outside the world of black ops. It was a hot and cold fusion hybrid generator capable of supplying enough power to illuminate half a dozen cities and capable of giving the high tech base all the electricity it needed. But regardless of this machine's capabilities…It would also be the base's undoing, for it would provide the necessary medium for which to bring this base down.

"Wanda! Are you almost done?" said Cyclops as a couple of stray GURSO guards tried to sneak their way in and stop them, only to be taken out with a few well aimed rounds.

"Just a little bit longer…" said the Scarlet Witch, using her vast knowledge of explosives to ensure that this was done just right since there was no room for error.

"Well hurry it up!" grunted X23, "We've gotta to get out of here and catch up with Sinister before he gets away!"

"Oh don't worry about that, X…" said Mayhem confidently, "I have a feeling that Sinister isn't one to run away from a battle like this. I know how he thinks…I know how he operates…We all know."

"And that's why he's probably going to stick around and finish us off!" said Cyclops, sincerely hoping that was the case, for he truly wanted one last fight to take that monster down after having learned that he was behind the plane crash that killed his family.

"You mean…One must live and one must die?" concluded X23, knowing that sort of dichotomy all too well.

"Exactly!" said Phoenix, also eager for one final showdown with this madman, for he had also been behind the death of her family as well.

"Well then let's not keep him waiting!" said the Scarlet Witch as she made one final adjustment to the C4 charges and hit the activation timer, "There! Done! This place is officially about to become a crater."

"Sounds good to me! And for safety sake, I'll leave the stone here as well," said X23 as she set the powerful relic right above the main reactor chamber, ensuring that it would be destroyed, "It's power will never be released by anyone ever again."

"Right! So how much time does this thing give us?" asked Cyclops as they all started to move, making their way towards the emergency evacuation corridors.

"Only a minute," said the Scarlet Witch in a grim tone, "It looks like the X-men and the shape shifter pulled through."

"One minute!" exclaimed Phoenix, "How are we going to get out of here in one minute!"

"Simple…" said Mayhem as he punched his way through a few poorly secured doors, as they entered what looked to be a secret underground garage area, "We do as we always do…We improvise."

Once they were through the final emergency corridors right outside the power core, they were greeted with the sight of a couple of military vehicles parked along the side. They suspected that this is where the engineers came in to do work on the generator when it was needed and this tunnel provided easy access without disrupting too many of the base's activities. And even though the whole structure had been evacuated, there were still a few vehicles left for them to make their final getaway and escape the power of the coming blast.

"You think these things will be fast enough?" said X23 as she hopped onto the back of a jeep with a mounted with a 40 caliber machine gun in the rear.

"Not sure…But we're about to find out," said Cyclops as he jumped into the driver's seat while Phoenix sat in the passenger's side.

"Just out of curiosity…Anybody even know where this tunnel leads?" asked the Scarlet Witch as she hopped on one of the motorcycles.

"Best guess, the main entrance platform," said Mayhem as he hopped onto a second motorcycle that was set right beside that of the Scarlet Witch, "But we won't know until we found out!"

"Then let's do just that!" said Cyclops as he quickly hot wired the jeep, starting up the engine while Mayhem and the Scarlet Witch did the same, "Come on guys, we still have a job to do! So let's do what Shadow Cell does best and complete the mission!"

"Semper fi! Do or die!" they all said instinctively in response, quoting one of the many sayings that so often guided them through the rigors of battle and brought them together both as a unit and as a family.

With time working against them, the five mutant soldiers began to maneuvered their vehicles around towards the main ramp that led into the tunnel. There was a heavy door in the way, acting as a barrier that was probably activated during lockdown, but it was nothing quick blast from Cyclops, Phoenix, and the Scarlet Witch couldn't punch through with a little burst of optic blasts, telekinesis, and hex bolts. And as soon as the path was clear, they put the petal to the metal and sped through the narrow tunnel…Leaving behind once and for all the place they once called home.

"30 seconds!" said the Scarlet Witch, who was keeping track of the time left for the charges.

"Damn! Looks like we're going to be in for a bumpy ride!" said Cyclops as he pushed the jeep to it's limits while Phoenix and X23 held on tight.

"No kidding!" said the Scarlet Witch as she accelerated her bike so that she was now ahead of both the jeep and Mayhem, "I may have to do a little hexing to hold the tunnel together if we run out of time! Just stay behind me and watch for debris!"

"Hold the tunnel together!" yelled Mayhem over the noise of the engines, "Have you ever done something like that before?"

"No…" she responded, "But if I can bring a building down then I should be able to keep one up as well!"

"And I'll help you!" said Phoenix, preparing her telekinesis for what was sure to be some really heavy use.

"Thanks Phoenix…Because I have a feeling I'll need it," said the Scarlet Witch in response, not knowing whether or not this would work.

Such words didn't alleviate the look of worry on Mayhem's face, who couldn't help but harbor a great deal of concern for the woman that meant so much to him. But knowing that nothing he said would have stopped her from doing this, he simply stayed silent and did something he often did whenever the going got tough…He prayed.

Sinister had taken a lot from all them, but the impact he had on Vincent's life was on a level almost too great to fathom. Not only had he murdered his mother…He used him in Prodigy, killed Father Michaels and Mr. Kansuke, and destroyed the orphanage he once called home. Now, they were on a mission to kill him. They were on a mission to take down this madman who had once been a father figure to them all. And as always, he and his comrades were willing to fight through whatever they had to in order to complete this mission. Only this time, it wasn't for Shadow Cell and it wasn't just for the sake of the world. This time…It was for them.

"Here it comes guys! Get ready!" said the Scarlet Witch as she kept a close eye on her watch, which she had synchronized with the bomb, "Hold on, sit tight, and start praying! Prepare for detonation in 5…4…3…2…1…"

Then, a deafening blast rocked the whole area as each of the three C4 charges went off in perfect synchronicity. The blast from the generator, however, was definitely the most intense, causing the entire central area of the base to go up in a massive explosion, engulfing the whole area in a hail of intense flames.

But unfortunately, these flames found their way down into the tunnels, sending a wave of fire directly towards the five mutant soldiers as they pushed their vehicles harder to get them out of this place before they were engulfed in flame.

"Errahhhh!" struggled the Scarlet Witch as she let out a pained grunt, pushing her powers hard to hold the tunnel around them together, diverting debris and delaying the collapse in whatever way she could.

"Come on! Come on Wanda!" yelled Mayhem over the noise, "You can do it! I know you can!"

The encouraging words of Vincent Freeman helped the Scarlet Witch push herself beyond her usual limits, for hearing his voice reminded her that there was still something left worth fighting for even after this base was gone and Shadow Cell was no more. She had made a silent vow to herself before this mission began that if they all came out alive…She would tell him how she felt about him. She was through lying to herself about just how much this man meant to her…And she was not about to let something as simple as a collapsing building stand in her way.

"Err! Almost…There!" struggled the Scarlet Witch, her face now dripping with sweat from the intense heat of the oncoming wall of fire.

"Phoenix! The fire!" yelled Cyclops as he saw it coming up on them fast through the rear view mirror.

"I've got it!" she affirmed as she turned back and attempted to push the oncoming flames back or at least slow it down until they were out.

Phoenix let out an agonizing grunt as she tried to muster every last bit of telekinesis in her mind to hold the force of such fury back. However, the sheer power of the explosion and the sheer force of the blast was too great for even her to hold back. All she could do was slow it down and keep it from cooking them all like a T-bone steak.

The next few moments were tense as the flames continue to draw closer and closer. Time was running out and there was little the five mutant soldiers could do other than hold their breath. Then suddenly…Their luck took a turn for the worse as a heavy chunk of the roof suddenly collapsed right along their path. And unfortunately…The Scarlet Witch wasn't able to react fast enough.

"WANDA!" yelled Mayhem as he watched with horror as everything began to go in slow motion for him.

However, the sound of Mayhem's frantic voice had given the Scarlet Witch the split second warning she needed. But unfortunately, in order to avoid the chunk of debris, she was forced to swerve her bike off to the right, forcing her to go down another path, diverging from the main course that the others were taking.

"Shit!" said Mayhem as he saw this and immediately sped up his bike, "I'm going after her!"

"Mayhem, wait!" yelled Cyclops over the commotion, but it was too late…For Mayhem was already gone.

Part of him still wanted to stay the course and face Sinister one last time, but unfortunately, his heart took precedence over his mind in this instance. And once they were out of sight, it was left up to Cyclops, Phoenix, and X23 to make it through the final stretch.

"Damn!" grunted Phoenix as she was forced to divide her telekinesis between holding the tunnel up and holding back the flames, "What do…We do…Now!"

"They'll be okay…" said Cyclops confidently, "Wherever that other path leads, I'm sure those two will find a way out!"

"I hope you're right Cyclops!" yelled X23, worried for her friends, "But if anybody can fight their way out of a jam like this, it's those two!"

"Right! I know those two and they know us," said Cyclops as he gripped the steering wheel firmly, watching in the rear view mirror as the flames drew closer and closer, "They'll find their way…And we'll find ours!"

* * *

With Cyclops, Phoenix, and X23 staying the course on the underground escape route, that left the fate of Mayhem and the Scarlet Witch in uncertain hands. The ramp they had taken was a detour that led directly to the airstrip and hangers. However, unlike the previous path, this one didn't lead to an exit. Instead, it led right into the thick of the destruction that the blasts had inflicted. And with the fireball from the explosion coming up on them fast, there was no way out.

But none of that mattered in Mayhem's mind. All he could think about was Wanda and getting her out of here. He didn't care what was behind them or what lay ahead of them for that matter…He was going to get her out of here no matter what.

"WANDA!" yelled Mayhem as he managed to avoid some falling debris, "WANDA! I'M COMING FOR YOU!"

The Scarlet Witch was still trying to hold the structure together with her powers to keep it from collapsing on them. She didn't know how much longer she could keep this up, but for her friends…She was willing to sacrifice herself so that they could live. Unfortunately, Mayhem wouldn't let her go that far. And as he neared her on his bike, she knew time was running out.

"Vincent…" she struggled weakly, trying harder and harder with all her might to hold the crumbling structure together.

Upon seeing the exhausted look on her face, Mayhem knew that he had to act fast. If she passed out, then it would be over for her. And he was NOT going to let that happen. There seemed to be no way out and to make matters worse, the tunnel up ahead was blocked by debris. The time for thinking had come and gone…Now the time of action was upon them.

And for Vincent Freeman, it was now or never. He would either save her or they would both perish. It was life and death…Do or die. Yet these were the situations they had all trained for time and time again, but this time, the stakes were different. This time, the life of the woman he cared about most was on the line.

"No guts…No glory," he said to himself as he prepared to spring into action, "WANDA! HANG ON!"

Then, with a dead end fast approaching them, Mayhem took to the air…Ditching his bike and letting the flames engulf it. Then, with a burst of his super speed, he flew through the air and took the tired and exhausted Scarlet Witch in his arms and shielded her with his body.

Upon feeling his warmth, Wanda Maximoff clung to him tightly, placing all her trust and faith in this man that meant so much to her. She could no longer keep up with using her powers. It was all on Mayhem now…And he intended to deliver.

"Here it comes!" said Mayhem, gritting his teeth in determination as the dead end drew nearer and nearer, "Hang on tight Wanda! I promise you, I'll get us both out of here! You have my word!"

"Good enough for me…" she managed through her fatigue, the sound of her voice helping the former Prodigy subject gain the strength and confidence he needed to see this through.

Then, with his speed and invulnerability to guide him, the unstoppable speeding force that was Mayhem impacted the thick rubble, but because his speed was so great and his invulnerability was so strong, he punched through it like a cannonball. He was pushing himself beyond his normal limits, letting his speed and strength drive him through the thick layers of rock, but keeping the tired Wanda Maximoff securely in his arms while gritting through the pain.

She clung to him tightly, feeling the sting of the debris scraping against her as she kept her eyes closed and placed all her trust within this man. As a girl who had felt the pain of abandonment all her life, placing trust in anybody was difficult at best. But for Vincent Freeman, a man who had helped her through the worst of times, giving her strength she never knew she had…She was willing to make an exception.

The sound of rock and debris shattering all around them filled the area with deafening noise. The flames of the explosion and the layer upon layer of the building structure shattered as Mayhem continued to shoot through it like a rocket, gritting his teeth in determination to get them both out of this. With each pile of debris he passed through, his speed slowed, but he just kept pushing. Harder and harder, faster and faster, Mayhem plowed through each imposing layer, grunting through the impact and letting his invulnerability protect both him and the Scarlet Witch. Each moment felt like a lifetime as they drew nearer and nearer to the surface, feeling almost as if they were trying to escape the depths of hell itself. And with fatigue starting to set in…The former prodigy subject known as Vincent Freeman let out a single raging yell that echoed over the noise…A yell that embodied the determination and drive that had always driven both his mind…And in this case, his heart.

"Hrrrrahhhhhhhhhhhhh!"

Then, with one last final impact upon the collapsed ceiling of one of the aircraft hangers, Mayhem and the Scarlet Witch felt the cool breeze of the air upon their faces. It was like a heavenly blessing, for they had made it…They had escaped the raw fury of a great explosion and punched through an entire mountain of collapsed debris. And when all was said and done, Mayhem slowly descended towards ground and collapsed from fatigue.

He kept the tired woman close to his body, shielding her the whole way. He coughed up a load of blood, his body feeling so tattered and torn after so much exertion. Wanda had her share of bruises as well, some of which were stinging quite harshly. But she was still alive…They both were. And that was all that mattered.

Even after Mayhem collapsed, the Scarlet Witch clung to him, for the trust she had given him had not been misplaced. It took a moment for the both of them to process, but as she gradually came to, she found herself looking back up at the tired and tattered face of her teammate and friend.

And as she looked back into those enchanting light blue eyes, it finally became clear…It finally made sense. She knew what this man meant to her. She knew how important he was to her. He was more than just a comrade…Much more. And after having risked his life to save hers, Wanda Maximoff was sure now more than ever that this was it…He was the one.

"Vincent…" she choked out, still on top of him as the tired young man struggled to catch his breath, "You came back for me…You saved me."

"Of course…" he said, managing a smile despite his exhaustion, "You didn't think…That I'd leave you…Did you?"

"No…Not for a second," she said, smiling back at him, their faces now so close.

They both knew what was happening. They both knew what this was. But this time, they didn't fight or suppress it. This time, they embraced it. There was a lot they wanted to say to each other. There was a lot they had been meaning to say to one another for all this time. And everything they had kept inside…Everything they had held back on all these years…Was finally going to be expressed not with words, but with actions.

Then suddenly, the sound of an approaching noise shook the Scarlet Witch out of her state. There were few things that could have interrupted such a moment for her, but when she quickly ascertained what that sound was, a new force from within took over.

"Magneto…" she said, brimming with anger as she recognized the sound of warped metal as if it were the clearest thing in the world.

Mayhem was still out of it, but the Scarlet Witch felt a new surge of energy course through her as she sensed her father's presence. She knew he was close…She could feel in her bones. The haunting memories of what he did to her once again echoed strongly in her mind as the agonizing pleas of a scared little girl went unnoticed one fateful night as her father threw her away forever.

"I'm coming for you…Father," she said angrily as she sauntered to her feet, still breathing heavily, but maintaining a look of raw determination.

"Wanda…" said Mayhem in a weak tone, still trying to recover from all the power he had exerted.

However, his calls went unnoticed as the Scarlet Witch began to make her way through the debris, following the sound of warped metal, knowing exactly who it would lead to.

"Finally…After all these years, I can have my revenge," she said with rage in her tone, feeling the adrenaline coursing through her veins, for she had been waiting for this for a long time.

Yet unknown to her, Mayhem had managed to fight through the pain and return to his feet. He was still slow and didn't exert any of his power, for he knew he might have passed out if he did. But fatigue or not, he wouldn't let it stop him. He had to get to Wanda…He had to get to her before she did something she regretted. He only hoped that he wasn't already too late.

* * *

In the rubble what was once the base of operations for Shadow Cell, Magneto and the four boys of the Brotherhood made their way through the maze of debris, searching and seeking any trace of the enemy they had come here to battle. Magneto was still determined to find his one time ally and make him pay for destroying his plans, but from the looks of it, there was nothing left.

"Oh man! Talk about bringing down the house, yo!" said Toad as he looked at the destruction surrounding them.

"No kidding…" said Blob in agreement, "What happened? Some kind of self destruct system?"

"I doubt it…" said Magneto coldly, knowing that wasn't Essex's style, "He's still here! I know he is!"

"But how could anybody survive this?" said Avalanche as he and the others stood in awe of the destruction surrounding them, the fires still raging in the distance.

"Believe me…There isn't much this man can't survive," said Magneto, certain that Essex was still alive and well.

Just then, something caught the eye of the Brotherhood boys…Something that they quickly recognized in the distance not far from where the air control tower near the runway used to be. Magneto was still so focused on the rubble, trying to sift through whatever he could in search of his one time ally, but his subordinates were quick to let him know, not thinking too much about how he would react.

"Hey boss! Look!" said Toad, quickly pointing over towards three figures moving slowly away from the ruins of the base.

"What is it?" said the old holocaust survivor, hoping that they had seen something that would lead him to Essex.

"I…I think it's…" began Pietro, but Magneto was quick to see it as well and didn't even let him finish.

"Mystique!" said the Master of Magnetism in a cold, angry tone.

It was unmistakable to him, for he never forgot the face of someone who betrayed him. He had placed his trust in Mystique. He had given her detailed knowledge of his plans and all he asked for in return was loyalty and she couldn't even give him that. In the end, maybe he shouldn't have been too shocked that she wasn't willing to fight against her children, but that didn't change the fact that she had gone back on her word. That didn't change the fact that she had betrayed him. And for that, she would have to pay a price.

"Wait here! I have something personal to take care of!" he said in a dark tone as he took to the air and quickly made his way over towards the shape shifter, who was still limping a bit and clinging to her kids for support.

"Oh man…I'd hate to be Mystique now," said Blob, thinking she was as good as dead.

"You said it," said Quicksilver, knowing all too well what his father was capable of, "Come on! Let's follow him!"

"But he just said…" began Avalanche, but the speed demon didn't let him finish.

"I know what he said, but we should probably be there for this," he said, "Chances are it may get ugly. And we may have to step in at some point."

Not arguing the speedster's logic, the four Brotherhood boys began to make their way over towards the runway, hoping Mystique knew the services of a good coroner, for she was going to once after Magneto was through with her.

Back near the runway, Mystique and her kids had managed to stay relatively clear of the blast. The shape shifter was still reeling from her fight with Magnum, but she managed to tough it out. She was still limping, but with Kurt and Rogue by her side, that didn't really matter to her, for she had beside her the only two things that really mattered anymore. She almost had to lose them for her to realize it, but now that they had made it out alive, she had come to see the impact of her choice. And for once, it had been a choice she didn't regret.

"Come on, Mama…Just a little bit further," said Rogue, still a bit short of breath from the whole ordeal of her abduction and use in Sinister's machine.

"Ja…You're doing great," said Kurt in an encouraging tone, despite his still sore ankle, "Ve'll get you back to the X-jet so you can have some of those wounds looked at."

Mystique let out another grunt as her ribs kindly reminded her of the injuries Magnum had inflicted upon her, but she managed to keep moving despite this.

"Ugh…Damn it! It still…Hurts!" she grunted, trying to will her healing factor to mend some of the pain.

"I know it does…" said Kurt, feeling his mother limp as she leaned on him for support, "But it's almost over!"

The shape shifter took comfort in her son's words, still amazed that they could be so concerned for her after everything she had done. It was a true testament to the kind of people her children were and in many ways, she couldn't help but feel a great deal of pride towards them. Even though she knew she had no right to, she was still their mother and in seeing how they managed to help even her in times of such great need, it made her feel so grateful to call these two remarkable youths her children. They would no doubt have a lot to discuss when all this was over, but after what they had just been through, it was a challenge Mystique was more than willing to take on.

Then suddenly, as they all were forced to slow a bit in order for Mystique to catch her breath, some of the metal shards from the explosion that now riddled the ground suddenly began to move and shake. And from behind them, vast piles of debris seemed to come to life the power of some unseen force. Neither Kurt nor Rogue noticed it, but for Mystique, she knew all too well what this was. And once again, her instincts sprang into action, for she knew that fate was finally catching up with her.

"KURT! ROGUE! RUN!" she yelled as she shoved broke free of their support and shoved them back as she turned to face the growing cloud of metal.

"What! What are you…" but Rogue didn't even get a chance to finish her sentence as the swirling metal drew nearer and began an unrelenting assault on the shape shifter.

Suddenly, a large steel beam from the cloud of debris shot forward and wrapped the already pained and injured shape shifter in a tight vice, choking vice. She let out a pained yell that echoed all through the air as her already injured body was once again pummeled by unrelenting punishment. Yet through her cries, a cold voice resonated over it all…A voice that Mystique knew she would face again.

"Hello Mystique…" said a very angry Magneto as he hovered over towards the now trapped shape shifter, "I had a feeling this moment would come one day…I had a feeling that you and I would stand before each other in such a state!"

Then, as red hot pain continued to course through her body, she felt her self levitated up off the ground so that Magneto could look her in the eye before he administered her 'punishment' for her betrayal.

"MOTHER!" exclaimed Kurt as he and Rogue scrambled to help the ailing Mystique.

"LET HER GO BUCKET HEAD!" yelled Rogue.

But such words were of no concern for Magneto as he merely used his powers to send a couple of heavy metal objects towards them, effectively hitting them hard enough to knock them back so that they wouldn't interfere with this, for he planned to let nothing stand in his way from giving this woman what she so rightfully deserved.

"I should have known you'd choose those kids of yours over me!" he said angrily as he tightened his stranglehold around her, "I should have known you'd betray me!"

"FUCK…YOU!" she yelled as she felt blood trickle down her face.

"You've been nothing but a nuisance, Mystique!" he continued, not fazed by her words in the slightest, "I put my trust in you! I give you the honor of serving as my second in command! And yet you foolishly squandered it! I'm through giving you second chances! I'm through putting up with your insubordinance! Now, you must pay the price that all those who betray me must pay!"

Magneto then tightened the vice grip around her, clenching his fists as he let the metal squeeze the life out of the shape shifter, causing her to let out more agonizing cries. Blood was starting to trickle down her nose, tears were starting to form in her eyes from all the pain, and she could feel her world fading around her. Yet even in what felt like the final moments of her life, the shape shifter still had no regrets about what she had done. She helped save her children…She finally made the right choice for a change. Magneto could torture her all he wanted, but that would never change how she felt about what she did. And as she felt the life draining from her body, her thoughts once again drifted back to her kids, hoping that they would be alright as she let out one final yell of agony.

"Errrrahhhhhhhhhhhhhh!"

Such pained yells caused Kurt and Rogue to fight through the affects of Magneto's blow, but it looked to them as if they were too late. Their mother needed them and it hurt to hear her in such great pain. But the cold, emotionless glance of the master of magnetism did not wane in the slightest, for he would not stop until the job was done.

"It's over, Mystique!" he said, seeing that she was on her final whim, "Yell all you want! Hate me with every fiber of your being! But you can't stop me! Nobody can stop me! NOBODY!"

Then suddenly, just as Mystique was about to take her final breath, a voice rang out from behind him, a voice that Magneto never thought he would hear again.

"Hey bucket head!" said a very angry Scarlet Witch, "I'm back!"

Then, before Magneto could even turn towards the source of the voice, he was suddenly consumed by a powerful energy. Then suddenly, the ailing Mystique was freed as another force undid her metal confinement and let her fall back to the hard ground below on the verge of unconsciousness where Kurt and Rogue were already waiting for her. All the metal around them stopped moving and every last piece of debris that the master of magnetism had been using was stopped dead in it's tracks as his powers were suddenly suppressed, almost as if somebody had turned them off like a light switch.

At first, Magneto struggled to fight it, but as soon as he turned around to see who was behind this, his eyes widened in a mixture of shock and horror.

"Wanda!" he gasped as he was now completely consumed by her hexing powers, rendering him paralyzed and powerless.

"Hello Father…" she said, her eyes glowing with the rage and intensity that had festered upon her very soul for so long, "It's been a long time."

Magneto couldn't believe it. It was truly a sight that struck him to his very core. Standing before him, so full of power and rage, was the beautiful little girl he had once thrown away so heartlessly. His daughter…His beautiful, fully grown daughter…Was now right here in front of him. She had grown so much, yet he still clearly saw that little girl he once knew through his tortured eyes. She still looked so much like her mother…She still had the beauty that once made gave his tormented soul so much comfort. Now here she was, brimming with hate and rage, wanting so desperately to have the revenge she so deeply craved.

"It…It really is you," he said as he now stood at her mercy, no longer able to use his magnetic powers to defend himself, "You…You're alive."

"Yet part of me is still dead…" she said grimly as she approached the man who had caused her so much pain, "Part of me is still missing. I still remember that day…I still think about it every waking moment! It's always there…Torturing me with every memory!"

"Wanda…Please…" said the old holocaust survivor, not knowing what more to say to this girl who he had taken so much from.

"SHUT UP!" she yelled as she stepped up the intensity of her hexing powers and drew one of her guns, "Just shut up, Magneto! You threw me away! You threw me away into that god awful nightmare like it was nothing! You abandoned me! You left me!"

"I…I had no choice," he told her, "You couldn't control your powers and…AHHHHHH!"

"That's no excuse!" she shot in response, hitting him with another wave of hex bolts that caused him to grunt in pain, "Do you have any idea the kind of pain you caused me! Do you have any idea how much it hurts to know that my own father didn't want me!"

"That…That's not true!" said Magneto, his poise faltering as the effects of Wanda's hexing began to sap his strength, "I…I wanted to help you! I just…ERRAHHHH!"

"BULLSHIT!" she spat in response as she hit him with another painful hex bolt that causing him to fall to his knees, "Father's don't help their kids by throwing them away! Father's help their kids by loving them, protecting them, and supporting them! Not by leaving them to rot in an insane asylum!"

Another wave of hex bolts hit Magneto, almost knocking the air right out of his lungs and causing his helmet to fly right off his head as a result of the force. Now he was powerless, paralyzed, and helpless. It was a feeling he hated…A feeling that he had spent a lifetime avoiding. Yet here he was, at the mercy of his own flesh and blood.

He thought his soul had died on that day he was told that she was dead. And as he looked back into the eyes of the child that once brought so much joy to his life, the memory of that night once again played out in his head…That horrible memory that he hadn't allowed himself to recall for so many years. The cold guise that was Magneto finally faltered in the face of such memories and standing before her now was nothing more than a mere shell of a man. Without his power, he was just another human being. And as the haunting images flashed before his mind, the old holocaust survivor knew what he was about to face. And like it or not…He stood ready to accept it.

"Wanda…I'm…I'm sorry. I'm so sorry," he said as his little girl now stood over him with a gun in her hand and pain in her heart that only revenge could mend.

"Too late for that…Dad!" she said with venom in her tone, "You took everything from me. And now look at you…A cold, angry, heartless man who will only bring this world suffering. You deserve to die."

Then, with her hexing powers keeping him powerless and still, the Scarlet Witch raised her gun and aimed it squarely at the head of the man who had caused her so much pain. Her finger was on the trigger and nothing was standing in her way…Nothing was keeping her from finally ending it. At long last, she could pay this monster back for everything he did to her. At long last, this monster who sought the death and destruction of all mankind could finally be taken down. It would only the take the simple squeeze of a trigger…And it would all be over.

"If only I could cause you the same pain you've caused me…" she said coldly, squeezing her gun in determination, ready to deliver the final shot.

"I know…" said Magneto as he swallowed hard, knowing now that his life was in the hands of this angry little girl that he had hurt so much, "Do what you have to do, Wanda. You know I can't stop you."

Wanda was about to do it…She was about to pull the trigger. It was almost over. She could feel it in her bones. However, just as the moment of truth seemed so near, a single voice echoed through the air and stopped her before she could make it happen.

"Wanda!" said Vincent Freeman as he emerged from the rubble, fighting through his fatigue in order to stop the woman that mattered most to him from making what he knew was a terrible mistake.

Her grip upon her gun faltered as she heard that familiar tone and turned to face the young man that meant so much to her. Her hex bolts weakened somewhat, allowing Magneto to catch his breath, but his powers were still being contained and there was little he could do to break free. Wanda showed no intention of letting him go, but as he saw the way she looked at this young man, it was clear that something about him was causing her to falter.

"Vincent…" she said, still keeping Magneto under her control.

"Please Wanda…" said the young man with a look upon his face that seemed to strike directly at the anger that had so deeply consumed her, "I know it hurts."

"No!" she said, looking back at Magneto, keeping her eyes squarely on the man who brought her so much pain, "Please…Don't make me stop! I want this…So badly!"

However, Vincent wouldn't allow her to ignore this. He knew that this was not the way it should end for her. This was not the way she should handle it. He could see the blaring hatred in her eyes as she looked back upon the man she hated so much. But he also saw that there was still a part of her that he could reach. There was still a part of her that went beyond the sheer thirst for vengeance. And it was through this that Vincent Freeman sought to save this woman from herself.

"Wanda…You know this isn't right," he went on as he slowly made his way towards her, "You know that by doing this, it won't make those memories go away."

"But…He…He took everything away from me! He threw me away!" she cried as tears started to form in her eyes.

"But that doesn't make what you're doing any different," he went on to argue, "Wanda…What you're about to do isn't for justices…It isn't for honor…It isn't even for the people he could potentially threaten. This is just vengeance…Plain and simple. And you know as well as I do that there's no honor in vengeance."

As much as Wanda Maximoff wanted to ignore that, she knew didn't have the strength or the capability to do so. She, Vincent, and the rest of her friends were still soldiers…Bound by the bonds that had brought them together and driven by the ideas that they embraced. Honor…Duty…Compassion…Self sacrifice…This was what drove a soldier…This is what drove a warrior.

And as she looked back at her paralyzed father, it all became clear to her now. This wasn't for honor or duty. This was just for her and her alone. It was selfish, cold, and downright heartless. These were not the qualities of a soldier. No, these were the qualities of her father. And even if his blood did flow in her veins, she would not be bound by his sins.

"Wanda…" said Vincent as he placed a gentle hand upon her shoulder, which seemed to say more than any words could possibly muster, "Please…I know you. I know who you are in probably every way it's possible to know somebody. Don't destroy yourself with this. The choice is yours, but I think already you know the one you should make."

Wanda Maximoff swallowed hard as she felt the warmth from Vincent's presence sooth her tortured soul. She knew he was right. She knew what she had to do. It was just so hard, for she hated her father so much. She may have killed countless people over the years as a soldier, but not for reasons like this. The memories still haunted her…Her tortured screams still echoing through her mind.

But in looking back at the enchanting blue eyes of the young man who had been there for her in ways nobody else had…Such memories were all but meaningless. She knew as well as he did that such things never went away. No matter how much she hated it, she could never escape them. Killing Magneto wouldn't do anything other than fill her with more hate and bitterness. And through the eyes of Vincent Freeman, she knew that's not what she wanted.

Finally, with a deep sigh, Wanda lowered her gun, allowing Magneto to breathe a sigh of relief as Vincent's words got through to her. Nothing could change the past, but she sure as hell wouldn't allow that to affect her future…That much was clear to her.

"You're right, Vincent…" she said, looking back towards him with a look of deep sorrow upon her face, "I just…It hurts so much."

"I know…I know," he said as he drew her into a warm embrace, "And it will always hurt. But no matter how bad it feels, you can't let it destroy who you are. And I don't want it to destroy you Wanda…Because I don't want to lose you."

Upon hearing those words, the ailing heart of Wanda Maximoff seemed to sooth under such gentle guidance from the man who knew her in ways she couldn't even begin to imagine. Now here she was in the arms of Vincent Freeman, having given up that which she wanted most for the sake of her soul.

Finally, as they broke their embrace, Wanda turned back to her estranged father, the look of rage no longer apparent in her eyes. Her hexing powers were no longer paralyzing him and he was free to once again rise to his feet. Yet still, he simply stood there, looking back into the pained eyes of his little girl, knowing that he truly had lost her forever.

"Wanda…" he said, feeling so much at a loss, "I know I have no excuses for what I did. I made a truly horrible mistake…I'm willing to admit that now. But just know that…No matter how much you hate me…No matter how distant we are from one another…You're still my daughter…And I'm still your father. And I don't care whether you choose to believe it or not, but…I'm sorry."

Hearing those words from her father spoke volumes to her, for she knew it sounded more like the father she once knew instead of the father she hated so much. His message was clear. His words were true. But both he and Wanda knew that they were too little, too late. The man he once was died long ago and the father she once knew died with him. Now, there was nothing left other than a broken shell of pained memories…Memories that would forever hang strong on Wanda's fragile soul. And no matter what the future brought them, such feelings could never be forgotten.

"Father…" she said as she and Mayhem, stood firmly before the master of magnetism, "No matter how much I hate you or how much the memories hurt…I know that there are just some things I can never change. The pain you've caused me…The anguish I still feel to this day…You can never undo something like that."

"I know…" he said solemnly, "But I feel as though if I could just have your forgiveness…Then that would be enough for the both of us."

Looking back at the old man who had given her life, Wanda felt a cold pain in the pit of her being. A part of her did want to forgive him, but she knew that was all but impossible. She hated this man so much that there was no way they could ever truly regain the relationship they once had before he threw her away. But as Vincent once told her, forgiveness is a long, difficult road. And for every deed, it has to start somewhere.

It took a moment for Wanda to think about a response to that, but as she looked back at Vincent and then back towards her father, she knew what she had to do.

"You know, they say it takes a great person to forgive someone…" she told him as she took a deep breath.

Then suddenly, just as Magneto was waiting for the second part of her answer, her soldier reflexes once again came to life and she fired two perfectly aimed shots from her gun directly at his legs, effectively shattering both his kneecaps and causing him to keel over with a pained yell.

"Ahhhhhhhh!" yelled the master of magnetism as he fell to the ground, his legs now bloodied from the shot.

"Guess that just makes me a good person," said Wanda as she put her gun back in her holster.

Vincent had been a little surprised by her actions, but he couldn't blame her for doing what she did. She may not have been able to kill him, but that didn't stop her from sending her message. And from the looks of it, she had made her peace as she turned away from her wounded father…Forever turning her back on both him and her past.

"Come on, Vincent…Let's go," she said as she began to walk away.

"Right behind you, Wanda" he said, knowing that a weight upon her soul that had been bearing down upon her for so long had finally been lifted.

Then suddenly, just as they were about to take to the air and rejoin their comrades, one more voice stopped them, for there was still one last matter to take care of.

"Wanda!" yelled Pietro as he and the Brotherhood finally managed to catch up to her and Magneto, "Wanda wait!"

At first, Wanda took a defensive stance, mainly out of instinct. But as she saw the look upon her twin brother's face, she relaxed her poise.

"Wow…Guess she didn't kill him," said Lance as he, Blob, and Toad made their way to Magneto and helped him up, despite his shattered kneecaps.

"Yeah…Guess that makes him lucky too," commented Blob.

"Quiet!" said Magneto bitterly through the pain as he felt a powerful sting shoot up through his legs as he returned to his feet, "Let's just get out of here."

"Huh?" said Toad, definitely confused by this change of heart, "But what about…"

"There's no more reason for us to be here," he said as he looked back at Wanda, knowing that he could not win this fight, "Everything is gone…The stone is destroyed…And so is whatever Essex was planning. Our job is done here…So let's just make our leave."

"Uh…Whatever you say boss," said Toad as he followed Lance and Blob back towards the runway, where Magneto formed a few metal spheres to whisk them away from this cursed battlefield.

Yet before he and the Brotherhood could make their leave, Pietro had one last task he wished to take care of. Standing before his twin sister, he could see that she still harbored plenty of bitter feelings towards him after what happened on that day. But in his eyes, what's done is done and there was nothing either of them could do to change it.

"Wanda…" he said to her, struggling to get the words out as he looked back at his estranged sister, "I…There's a lot I want to say to you after all these years."

"I know…" she said in response, not feeling as hostile towards him as she did towards her father, "But you know as well as I do that you were never really good with words."

That actually got Pietro to smile somewhat. Hearing such words from his sister helped him see that she hadn't forgotten. And even though he may not be able to tell her everything he wanted, he could still make his peace with his sister in his own way.

"You know that with the way things are now, salvaging what we once had isn't possible," said Pietro with sorrow in his tone, "We fight on different sides. We fight for different ideas. And because of that, we can never really be the kind of siblings I wish we could be. I just…"

However, he couldn't seem to finish his words…But thankfully, Wanda knew what he was trying to say and she managed to finish it for him.

"Pietro…Side or no side…You're still my brother…And I'm still your sister," she said to him, speaking for him that which she knew he could not say on his own, "That will never change."

"Yeah…I know," he said, his voice becoming more hopeful as he managed a smile, "I just…Seeing you alive again…And knowing that you're okay…I guess that's enough for me. I just want you to know that…I sure did miss you…And I never stopped thinking about you."

Then, in one final show of brotherly concern, Pietro reached into his pocket and pulled out a picture he seldom let out of his sight. It was one of his most treasured possessions, for it had helped him hold his life together when the going got tough. It wasn't much…Just a little picture of him and Wanda together when they were young, carefree, and full of hope. Now, at this late hour of the night many years later, he could finally connect both the present and the past. And hopefully, with a little luck, things between them would one day change. But for now, this was all he had to give. And in Wanda's eyes…It was enough.

"Here…Take this," he told her as he gave her the picture.

At first Wanda was hesitant, but as she took the small photo and held it in her hands, she got the message.

"Thank you, Pietro…" she told him, managing a smile as she held the picture securely.

"Anytime sis," he said with a smile.

Then, with that finally said, the two siblings met in one last embrace. It was an embrace that was many years overdue, but in the eyes of Wanda and Pietro Maximoff…It was worth it. And once they parted, it was unclear whether or not they would get another chance like this, but for now, the two estranged siblings had made their peace.

"Take care, Wanda," said Pietro as he prepared to make his leave along with the rest of the Brotherhood.

"You too, Pietro," she said to him as her brother once again disappeared from sight, leaving her and Vincent alone, ready to take on their final task.

With the picture in hand, Wanda knew there was only one thing left to do. They still had a mission to accomplish and they still had a madman to stop. And as Wanda Maximoff looked back at the picture that seemed to hold so many forgotten memories, she felt she was ready to finally move on.

"You ready, Wanda?" said Vincent, smiling as he saw the look of hope and determination on her face.

"You know it, hotshot," she said with a grin, ready to finally finish that which they had started, "Come on…Let's do what Shadow Cell does best…Let's finish the job!"

And with that, the Scarlet Witch held onto her closet friend and comrade as they both took to the air, ready to rejoin their friends and finish the malevolent Mr. Sinister once and for all.

* * *

Back with Cyclops, Phoenix, and X23 they could tell they were close to an exit. They could feel the rush of oncoming air. But Phoenix was quickly tiring from so much extensive power usage that she was on the verge of passing out. But as always, Cyclops was there to encourage her and give her the strength she otherwise never would have had.

'Come on Jean…Come on!' he sent through their link, 'I know you can do it, my love! I know you're strong enough! Come on! We still have a job to do…We still have to take down Sinister! For ourselves…For the world…And for our families…We have to keep fighting! Come on! You can do it, Jean! Come on!"

Feeling his endless love through their link, Jean Grey pushed her powers to the max as the fire continued to approach them and the end of the tunnel drew nearer and nearer. The vivid memories of the car crash that took her family away from her echoed so strongly within her mind. For the longest time, she thought it had been just a tragic accident. But now, she knew the truth. Sinister had murdered her family…Sinister had taken away her childhood in the same way he had done with Scott and Vincent. The vivid images of her sister's blood soaking her cloths, her mothers frozen face of agony, and her fathers bloodied head all shot through her mind as they approached the final critical moments, pushing her and driving her further as they neared the final exit from the world that created them.

"Almost there…Just a little bit further!" said X23, trying to encourage Phoenix as well.

"Come on! That's it! Just a little bit longer, Phoenix!" urged Cyclops, feeling the heat of the fire as it started to scorch the rear of the jeep.

Finally, after what felt like the longest drive of their lives, the lone jeep sped up the final ramp and shot out into the darkness of the night just as the fireball had nearly overtaken them. As soon as they touched real pavement again, it was only a matter of getting away from the flames as they quickly consumed the base.

The fires had shot out of the tunnel like a bullet through a gun, but now they were far enough away to finally breathe a sigh of relief. They had done it…They had made it out of the base. And now, as they looked back at the facility that had been their only home for so many years, they were finally given a chance to take in what had just happened.

Shadow Cell HQ was no more. The place that had turned them into the proud soldiers they were was now in flames. It was a strange, almost surreal sight. They had done their duty…They had done their job. But was this truly the end?

"Is it…Is it over?" said Phoenix, gasping for air and trying to catch her breath as she, Cyclops, and X23 watched their former home go up in flames.

"I'm…Not sure," said Cyclops, still feeling as though the job wasn't done just yet, "But we made it out…We succeeded. And you did good, baby…You did real good."

Hearing those words from the man who had given her so much actually brought a smile to the face of Jean Grey…A smile that seemed to make all the strain worth while. The look of love and heartfelt passion within their eyes were symbols of triumph to them, for they had made it out alive…They had made it out together.

For X23, such a sight was still a bit mysterious since the concept of love remained a mystery to her. Yet in seeing how Cyclops and Phoenix looked at each other, X23 couldn't deny just how strong the connection between these two was. In thinking back to what Phoenix had told her earlier about love during their reconnaissance mission, it was finally becoming clearer to her what she meant by it when she described it through her connection with Cyclops. And through seeing it in it's true, unabated majesty, the former living weapon couldn't help but smile as well, for it truly was a testament to this ever mysterious force know to her as emotion.

Then suddenly, before either of them could ponder any more thoughts of triumph, a deafening noise echoed from one of the hangers deep within the structure.

"What the…Cyclops, Phoenix! LOOK!" yelled X23 as her acute sensed picked up what looked to be some rather odd activity from one of the fire engulfed hangers.

The three mutant soldiers watched on with great intrigue as the noise grew louder. It was a strange sound…Almost as if it were a roar from some kind of monstrous beast. The top of the hanger began to twist and warp right before their eyes, as if some force from within was pushing upon it.

"What the hell?" said Cyclops as he, Phoenix, and X23 stood up to get a clearer look.

Then, a deafening bang echoed through the air as the top of the burning hanger blew open with the force of a bomb and a massive mechanized beast shot up into the sky. Almost immediately, their eyes widened, for what they saw seemed like something right out of a nightmare.

It had blades like a helicopter, yet rotating jets like a plane. It was nearly twice the size of a Chinook transport chopper and had nearly four times the armaments. It was all a metallic silver color, giving off a sense that this was a very high tech piece of machinery. There were two arm-like extensions from the side, each of which had what looked like a supped up version of a GURSO energy gun, on the underbelly there was a 50 caliber machine gun, and located on the sides, there were numerous missile launchers armed to the teeth with the destructive force that other countries could only dream of.

The sound of the blades and the jets roared through the air as it quickly descended to an altitude just above the jeep. The light from the burning base illuminated the whole aircraft in an ominous glow, making it seem as though it was some evil entity from the depths of hell that had come to inflict great death upon the unwitting masses. But for Cyclops, Phoenix, and X23…They knew all too well who this was. And they were ready to fight him to the bitter end.

"IT'S NOT OVER YET MY CHILDREN!" yelled Sinister over a blaring speaker from the main cockpit of the craft, ready and willing to take down that which he had so painstakingly created with every piece of machinery he had at his disposal, "THIS IS THE END! ONE MUST LIVE…AND ONE MUST DIE! IT'S YOUR FINAL MISSION SHADOW CELL! SO LET'S MAKE THIS ONE COUNT!"

* * *

AN: Oh boy, it's finally here! The ultimate showdown between Shadow Cell and Mr. Sinister! This has been a long time coming and now it's finally about to happen! One must live and one must die…So who's it going to be? Stay tuned to find out as the battle to end all battles takes shape and finally culminates in this epic story! But before I get to the big bout, please tell me what you all think so far! Send me your feedback via email or post it on the fanfiction website! I don't care which you do, as long as you REIVEW! It's all about to come to a head folks! Stay tuned to see how it all comes together! Thank you all very much for reading and I wish you the best!

THE BIG SHOWDOWN IS ALMOST HERE! REVIEW BEFORE IT PASSES YOU BY!


	48. Sinister Showdown

**Sinister Soldiers  
Chapter 48: Sinister Showdown**

****

* * *

"Holy shit…" said Cyclops as he saw their final obstacle in this long, complicated mission hovering over them with numerous menacing weapons aimed directly at their small, lightly armed jeep.

"Took the words right out of my mouth, Cyclops," said Phoenix as she and X23 watched with equal awe at the last thing standing in their way.

Up in the air, the super high tech attack helicopter made, modified, and flown by the man responsible for it loomed over the young mutant soldiers like an angel of death just waiting to descend upon their souls. Dr. Nathanial Essex…Or Mr. Sinister as he was now called…Was ready to make his final stand.

After so much planning and so many years of hard work…It had all gone up in smoke. His own creations…His own coveted work…Had been the mediums for which his plans had been destroyed. It was all in pieces now…His plans for ultimate evolution had been stopped cold. He had been so close that he could practically feel the victory in his century old body. But despite all his planning and all his meticulous manipulation of everyone around him, the five mutant soldiers that he was so proud of managed to destroy it all…Leaving only one option for him and his creations.

They were already tattered, torn, and bruised with the scars of battle. Their uniforms were in shambles, they had traces of blood on their face, and were showing clear signs of fatigue and exhaustion from incessant activity and a lack of rest. But once more, they would have to fight again…And this time, it was truly do or die.

It was the final fight…The last showdown. One must live…And one must die. The fight was on…Mr. Sinister versus Shadow Cell. Only one could live to see the coming dawn. It was a true fight to the death…But it was a fight that would bear the heart and souls of both sides as the battle ensued.

"YOU'RE TIME IS UP SHADOW CELL!" yelled Sinister over the speakers as he took aim at the lone jeep with the numerous armaments that his little toy had, "FINISH YOUR MISSION OR DIE! THE NEW WORLD HAS ROOM FOR ONLY ONE OF US! SO MAKE THIS FIGHT COUNT!"

"Doesn't this guy ever shut up?" grunted X23 as she took to the 40 caliber machine gun on the back and prepared to take aim.

"They never do…" said Cyclops with determination in his voice as he shifted the jeep into high gear and put the petal to the metal, "I'll avoid him as best I can! X, see if you can blow that motherfucker out of the sky with that gun! Phoenix, I have a feeling we'll need some major shielding with this one!"

"Right!" both girls said simultaneously as they took their positions and readied themselves for the coming onslaught.

Then, as Cyclops got the vehicle moving, Sinister began to open fire on his coveted creations…Not holding back in the slightest as he firmly gripped the controls of his high tech aircraft and began to circle the area in a figure eight formation, ready to blow his creations away in the final battle.

"DIEEEEEEEEE!" he yelled as two of the high caliber machine guns mounted on arm-like extensions opened fire at the lone jeep, bathing the area in a wave of bullets.

"Down!" yelled Phoenix as her telekinetic shielding went up and she narrowly diverted the oncoming bullets from the jeep.

It had been almost too close for comfort and several of the bullets actually hit X23's arm while a couple managed to graze Cyclops and Phoenix, but being the soldiers they were, they did not falter even in the face of death. And despite Sinister's impressive show of firepower, they began to fight back…Ready to make their stand.

"Errrrrrrr! Take this you son of a bitch!" yelled X23, ignoring the pain of the bullets as she firmly gripped the controls of the mounted machine gun and began to open fire upon Sinister's super chopper.

The sound of high caliber bullets echoed through the air as the young soldier unloaded with all her fury upon the man who had raised and betrayed them. Cyclops used every ounce of his skill gained from years of operating so many military vehicles to navigate their way around the line deadly crosshairs of Mr. Sinister's machine and Phoenix kept her telekinesis ready and waiting for whatever surprises this son of a bitch had for them. But unfortunately…They soon learned that while Sinister had a flare for the dramatics, he was not much for a fair fight.

"YOU'LL HAVE TO DO BETTER THAN THAT MY CHILDREN!" taunted Sinister as none of the oncoming bullets from X23's assault even touched his high tech aircraft.

"Damn! He's got some sort of energy shielding around that thing!" yelled X23 as she watched every bullet she fired bounce off as a blue shell of energy deflected the oncoming projectiles.

"Typical…" grunted Cyclops as he was forced to make another sharp turn to avoid another hail of gunfire, "We should have seen this coming!"

"Great, so how do we beat it!" grunted Phoenix, who was once again forced to shield them from another intense barrage of bullets.

"We'll just have to step it up a bit…" said Cyclops in response, "X, there's a stinger launcher stashed in the back seat! See if that does anything!"

"Now you're talking my language!" she said as she quickly ducked out of the way of yet another hail of bullets and reached into the small, backseat area.

It was a welcome sight to the former living weapon as she picked up the high tech launcher and mounted it upon her shoulder, ready to unload as much firepower upon this madman as needed in order to take him down. There were plenty of spare missiles to go around and only one big target to aim at, which was fine with X23, for it just meant that it would be harder to miss.

"Shield yourself from this, asshole!" she grunted as she locked onto the hovering aircraft and fired one of the missiles.

Upon seeing this, Sinister didn't have time to move out of the way given the low altitude he was flying at. But he wasn't worried in the slightest as he watched the stinger missile harmlessly explode as it hit his shields. The force only gave the aircraft a slight jolt, but it didn't cause any real damage for him to worry about.

"HA! IS THAT THE BEST YOU CAN DO?" he yelled as he punched in a few commands on the cockpit console, "YOU WANT TO PLAY WITH BIG GUNS? I'LL SHOW YOU A BIG GUN!"

Then, as the helicopter stopped briefly and hovered over them, a small section of the nose began to open up, revealing a rather menacing looking laser cannon that was already charging up with a bright ball of energy.

"Oh shit…Cyclops, something tells me you better step on it!" yelled X23 as she saw this and ducked down in order to avoid the coming attack.

"I'm on it!" he said, seeing Sinister's little surprise in the rear view mirror.

Up in the cockpit, Mr. Sinister's demonic face was dominated by a confident grin as he took aim with the advanced weapons that he so meticulously designed…Eagerly gripping the controls as he felt victory within his grasp.

"TAKE THIS!" he yelled as he unleashed the fury of a high powered, high energy laser that burst forth from the nose of the aircraft in a thin, yet deadly stream of blue light.

"Oh shit…" cursed Cyclops as he saw the deadly stream of light nearing them, "HANG ON!"

Then, in a risky, yet necessary move, Cyclops hooked the wheel of the jeep to the side and did a near 90 degree turn on the charred pavement. The screeching sound of he tires echoed through the air as the laser narrowly passed them, hitting several stray barrels full of volatile chemicals instead and causing a powerful explosion that bathed the area in the glow of bright yellow flames, further bathing their already battle scared bodies with soot and flame.

"HA HA! HOT ENOUGH FOR YOU SHADOW CELL?" taunted Mr. Sinister as he began maneuvering the laser back towards the lone jeep.

"SCREW YOU, ASSHOLE!" yelled X23 as she rose from her position and fired another stinger missile at the aircraft.

Then, much to her and her comrades' surprise, the missile actually impacted the side of the aircraft, just below the rotors and jet engine, causing a small explosion that warped the heavy armor and exposed some of the interior of the craft. It sent a jolt strong enough to stop the laser as Mr. Sinister felt the impact of the blow even from the cockpit as he let out an angry grunt at his creations' resilience.

"Wow…I guess he can't fire the laser and keep the shield up at the same time," said Phoenix as she and the others looked at the damage the lone missile had caused.

"Sucks for him…But good for us," grunted Cyclops as he made a U-turn with the jeep near the end of the main pad, "You think you can get another shot off if I get you in position, X?"

"Just keep driving and I'll keep shooting, Cyclops!" she said confidently as she loaded another missile into her launcher.

Up in the cockpit, Sinister was shaken, but not daunted by what had just happened. It had been merely carelessness on his part, but it hadn't done any real severe damage and all his weapon systems were still operations. He was both frustrated and proud that his children were putting up such a fight, but as with all battles, there must be a victor and a vanquished. And he had no intention of being the latter.

"YOU THINK YOU CAN WIN LIKE THIS SHADOW CELL!" he taunted as he once again began to move the jet helicopter in a figure eight pattern around the battlefield, "YOU MAY HAVE LUCK ON YOUR SIDE! BUT I HAVE DESTINY ON MINE!"

Then, with his trigger happy fingers eagerly gripping the controls, Sinister unleashed another barrage of bullets upon the area. And just like before, his aim was controlled and precise…Very much like his character in a ways as he kept his targets in his sights.

"Err! His aim's getting better!" grunted Phoenix as she once again was forced to divert the oncoming bullets as best she could, trying to minimize the affect of the bullets that grazed them, "How much longer can we keep this up!"

"As long as we have to!" replied X23 as she took aim with the stinger again, even as the hail of bullets whizzed by her, nearly grazing her again.

Upon seeing X23 take aim at his aircraft again, a slow grin spread across Mr. Sinister's insidious face as he saw his chance to gain the upper hand.

"HA! SEE HOW YOU LIKE MY MISSLES!" he shot as he hit the automated control systems, activating some of the high tech hellfire II missiles mounted in concealed compartments on the side.

Then, before X23 could get a shot off, one of the missiles fired out of the small opening on the side. Cyclops instinctively hooked the wheel once again, except this time X23 was unable to get down soon enough and was thrown off the vehicle by the sudden centripetal force.

"Ahhh!" she yelled as she was sent flying, dropping her stinger launcher and tumbling onto the hard pavement blow, scraping her skin and severely dislocating her shoulder in the process.

"X!" yelled Cyclops as he began to make a quick turn around in order to get her back.

However, Mr. Sinister would not allow them to regroup this time. He was through playing games…Now was the time for ultimate victory. Shadow Cell was finally beginning to falter and he intended not to squander any opportunity that presented itself to him. He finally had his chance to end it all and come out on top and he had every intention of making sure that whatever blow he delivered next would be decisive.

"NOW YOU DIE SHADOW CELL!" he yelled as he locked onto the jeep with another missile.

"CYCLOPS! LOOK OUT!" yelled Phoenix as she saw the opening on the side of the aircraft aimed squarely at them again.

He was still on route to pick up X23, but Phoenix's warning once again caused his soldier instincts to kick in as he performed another death defying maneuver to avoid the oncoming missile. Time itself seemed to slow down as the oncoming projectile speeded towards, but as luck would have it, the missile just barely passed over their heads. The missile had been so close that they could feel the heat from the exhaust, but chances were that Sinister had plenty more left and he would keep firing them until one of them finally landed. And judging from the powerful explosion that ensued, it would only take one.

"NICE MOVE MY CHILDREN! THINK YOU CAN DO IT AGAIN?" taunted Sinister as he took aim once again.

"Cyclops…" said Phoenix breathlessly as she saw the menacing aircraft stay with them ever step of the way.

"It's okay, baby…I know," he told her, ready to make whatever move he had to in order to stay in the fight, "Don't worry…We'll beat this! I know we will! For our parents…For the world…"

"And for us…" she finished, feeling ready to face the fury of hell itself with her lover by her side.

"For us…" said Cyclops in affirmation, feeling her alluring green eyes upon him, which helped strengthen his resolve as he prepared another maneuver.

"TIME TO DIE!" yelled Sinister as he unleashed another missile, this time coupled with a barrage of bullets.

Knowing that only a move that was highly skilled and outright crazy would help him here, Cyclops slammed on the breaks and hooked the wheel too the right, causing the whole vehicle to skid as if it were on a sheet of ice. It allowed him to effectively dodge the missile and the bullets, but in addition, it also gave him a chance to fight back.

"You first Sinister!" yelled Cyclops as he unleashed a massive optic blast while Phoenix hit him with a powerful telekinetic burst.

This combined effort hit the aircraft with great force, once again forcing the shields to go up, only this time, the sheer force of the blasts caused the entire aircraft to sway and totter, shaking Sinister out of his carefully controlled aim as he was forced to balance the rotors and the jets before he could attack again.

"ERR! YOU LITTLE SHITS!" he yelled as he struggled to level the heavy, high tech aircraft.

"Man, I'll be that pissed him off!" said Cyclops as he once again hit the accelerator on the jeep.

"No kidding!" grunted Phoenix as she kept her eye on the aircraft, watching for any signs of renewed activity on the gun mounts, "But we'll never beat him unless we can do something about that shielding."

"I know…But have faith my love," he told her confidently as he prepared to make another sharp turn near the end of the pad, "We'll think of something! We're not out of the fight yet!"

Then, as Sinister was regaining control of his aircraft…In the distance, Mayhem and the Scarlet Witch finally made their appearance in the skies above the battlefield. They watched with equal amazement at the hardware Sinister had pulled out for this final fight and upon seeing how the heavy shielding was able resist a double blast from Cyclops and Phoenix, they could tell their comrades were in need of help.

"Damn, Sinister's really going all out with this one!" said the Scarlet Witch, who was holding onto Mayhem tightly as he flew at high speeds down towards the pad where Sinister was preparing yet another attack upon their friends.

"What part of that is supposed to be shocking?" grunted Mayhem in response.

"Never said it was…" she said in response, "Come on! We have to help them!"

"Don't worry…We will!" said Mayhem as he flew down towards the south side of the pad where a dazed X23 was still struggling to return to her feet and snap her shoulder back into place.

The Scarlet Witch knew Mayhem well enough to understand when he had a plan and from the looks of it, he had already formulated one in his head. And with the stakes this high, she knew it had to be a good one if they were to have any hope of victory. As always the odds were stacked against them, but they had no intention of letting that slow them down.

"So what's the plan?" asked the Scarlet Witch as they neared the ground.

"I'm going to drop you off near X23," said Mayhem as he carefully maneuvered himself towards their still recovering comrade, "I need you to help her up so we can all attack Sinister at once."

"And what are you going to do?"

"I'm going to do something about that shield," he told her with a determined tone, "Just leave it to me…I'll take care of it."

"I know…I trust you," she said, managing what emotion she could even in times of such desperation.

Such words would only give Mayhem more strength as he looked at the monstrous aircraft in the distance as it prepared to once again fire upon his friends and family. He felt nothing but a cold, brimming hatred for this man that had taken everything away from him…Yet with Wanda by his side and his friends there with him, he was determined to end this once and for all.

"It's almost over," he said, as he landed right near X23, who they both helped up, "We just need to make this last move count!"

"Ugh…I'm game," grunted X23, the boney crunch of her shoulder causing her to grunt in pain, but remained ready and willing to take on this son of a bitch until he was done for.

"And so am I!" said the Scarlet Witch confidently, despite being a bit singed both in terms of her skin and her uniform as a result of the flames from her escape.

"Good…Then get ready," said Mayhem as he looked back towards Sinister's monstrous aircraft, "When you see your chance, take it…Because we may not get another."

"Don't worry…We will," assured X23, her trust sniper rifle still in hand, ready for one more defining shot.

With an affirmative nod, Mayhem prepared to take to the air once more to carry out what was sure to be an outright crazy plan…But before he could go, there was one last thing that had to be done before the final moments of the battle fell into place.

"Mayhem wait!" said the Scarlet Witch, stopping him just before he took off.

Instinctively, the young mutant turned to face her. Then…In a move that shocked him more than any startling revelation that Sinister could ever muster, Wanda Maximoff pressed her lips upon his, pulling him into a deep kiss. At first Mayhem was too shocked to react, but he quickly found himself kissing back as he tasted the sweet lips of the woman he wanted to come back to after all was said and done.

Such an act even caused X23's eyes to widen, but she didn't say anything despite this. The only words that escaped from her mouth as a result were the mere utterance, "Well it's about damn time."

When the kiss finally ended, Mayhem was still frozen in place…His mind still trying to process what had just happened. But the Scarlet Witch managed to snap him out of it with a simple smile…Knowing that she had sent the message she wanted to with what she had just done.

"For luck…" she told him warmly, even as the battle raged around them.

"Right…" he said, smiling back at her, "For luck."

And with that fateful act out of the way, Mayhem took to the air, now having all the more reason to come out of this one stronger than ever. And with the taste of her lips still lingering on his mouth, Vincent Freeman prepared to make his final stand against the man who had taken everything away from him, ready to do what he had to in order to stop him once and for all.

'Father Michaels…Mr. Kansuke…' he said to himself as he prayed silently to the heavens above, 'This is for you.'

Then, once he was high above the ground, the flaming wreckage of the base now a mere flicker of flame, the young mutant cast himself forward and let gravity do it's thing as he began to plummet down towards the Earth with the speed of a falling meteor. Faster and faster, the young man used his powers of flight and his invulnerability to ensure that he would hit this madman with as much force as possible. He knew he may only have the energy and strength for one shot like this…But as always, he was going to make sure this one counted. And if he did his part…He knew his friends would do theirs.

Down on the ground below, X23 and the Scarlet Witch were scrambling to get closer as they watched the menacing aircraft continue to loom over the area. Sinister's sights were still on the jeep that Cyclops and Phoenix were pushing to the limits as bullets and bombs went off around them. Yet they kept on fighting, hitting the heavily shielded aircraft with everything they could muster even as Sinister continued to taunt them.

"YOU CANNOT WIN MY CHILDREN!" he bellowed as he unleashed wave after wave of bullets upon his beloved creations, "I AM YOUR CREATOR! I MADE YOU AND I CAN DESTROY YOU! THIS FIGHT HAS GONE ON LONG ENOUGH! NOW YOU DIE!"

"This guy seriously needs to think of better taunts," grunted Phoenix, who was growing mighty sick of hearing this guy's babble again and again.

"All the more reason to shut him up!" said Cyclops as he did another quick turn, giving Phoenix a chance to hit him with another telekinetic burst.

However, Sinister's flying fortress seemed hardly affected by such hits as it kept bearing down on the two mutants below. Sinister knew as well as they did that they could not keep this up forever and eventually, the power of inevitability would catch up with them. Cyclops may have been a skilled driver, but no amount of skill could avoid the overwhelming firepower of his machine forever. And with the shield showing no signs of weakening, Sinister continued to hold the advantage over his beloved creations…But unfortunately, his determination would come back to haunt him.

"HA! YOU CAN'T RUN FOREVER MY CHILDREN!" he yelled as he once again opened up the laser cannon on the nose, seeing that he had a good clear shot to end it all right here and now, "CREATIONS CAN NEVER OVERCOME THE CREATOR! FIGHT ME ALL YOU WANT! BUT THIS IS DESTINY! THIS IS INEVITABILITY! AND I SHALL PREVAIL!"

Both Cyclops and Phoenix knew what he was about to do and tried to get into position to fire back…But at their current angle, that was all but impossible and Sinister knew it. He had a clear shot now. There was no escaping…There was no turning back. He could end it all right here…He could end the battle with the push of a button. But such a fate was not to manifest…As a powerful force from above stood poised to stop it.

Mayhem was now going at speeds equivalent to that of a supersonic jet. His sights were squarely set upon the helicopter. His thoughts were clearly set towards Sinister. This man had taken everything from him. He had made his life a living hell. And if he continued to live, he could continue to make the lives of so many others just as bad…And he would NOT let that happen.

As each moment ticked by, Vincent Freeman grew more and more determined to make this blow decisive. He knew that he would have to throw everything he could into it, otherwise it might not be enough to break the shields and he could wind up just a big splatter on Sinister's windshield. One way or another, he would have to make this count and he had no intentions of letting his friends down with this one.

"Sinister…" he said through the intense friction of the falling air as a wave of energy built up around his hands, "You took everything from me. Now it's about time I return the favor!"

Then, with the great power that rested within his mind and body, Mayhem let out a loud, determined yell as he activated his advanced booster powers…Causing his whole body to become engulfed in a bright glow of energy. It was a sight that Sinister had failed to see. And it was a sight that would quickly come to dread.

"HRRRRRAHHHHHHHHHHHH!"

Then, just before Sinister was about to unleash the power of his laser cannon, his sensors detected the bright glow of energy. And before he could do anything to avoid or stop it, only one word echoed through his mind.

"No…"

In a brilliant display of force and power, Vincent Freeman's energized form impacted the super strong shield at speeds that would have shattered anything man or nature could muster. The impact released a blinding flash as the force of the impact literally shattered the bubble of energy that had been protecting the craft. And by the time Mayhem had passed through it, the shield, and many of the internal systems for that matter, was in shambles.

"No…NOOO!" yelled Sinister as every one of his systems began to fail as huge electrostatic discharges that resembled miniature bolts of lightning shot out from all parts of his aircraft.

With the shield gone and his systems damaged beyond repair, Mayhem landed not far from where the aircraft was hovering to catch his breath. He knew he had done his part. Now it was time for his comrade's to do theirs.

In the distance, X23, who still bore her trusty sniper rifle, had taken aim at the glowing laser node in the distance. Now that the aircraft was already damaged and the shield was gone, nothing would shield the sensitive components from a lone bullet. And being the expert shot she was, it would only take a single bullet to do the job.

"One shot…One kill," she grunted, conveying the motto of every sniper as she fired a single high caliber round through the air directly at the nose.

The bullet soared through the air, straight and true, stopping only as it impacted the exact target it was intended to. And the second the bullet it the fragile, high energy components of the laser cannon, a miniature explosion in the nose sent another shockwave through the aircraft, causing it to sway and falter in mid air, showing that it was failing fast.

From here, the young mutants of Shadow Cell stood ready to deliver the final blow and as with every other enemy they had faced, they would not hold back.

"You're going down, Sinister!" yelled the Scarlet Witch as she summoned the full force of her hexing powers to warp the now unguarded helicopter blades like paperclips, further causing the aircraft to tumble through the air.

And with the aircraft now failing, Cyclops and Phoenix had a chance to move in for the final blow. Their jeep had sustained many blows and bore countless bullet holes, yet it had gotten them through Sinister's onslaught and now they would take it from here.

"This is for my family, Sinister!" said Phoenix as she engulfed her body in flame and used the full force of her telekinesis and pyrokinesis to hit the two jet engines located just below the now warped rotors.

"And last but not least…" said Cyclops as he stepped forward, his body now glowing in a bright halo of ruby red energy, "This is for us!"

Then, in one final show of overwhelming energy, Cyclops focused a massive level of energy into his body and through his hands, unleashed the final blow. It was a truly powerful blast…One that tore through the advanced aircraft as if it were made of cardboard. And from the ensuing explosion, the five mutants of Shadow Cell could make out the cries of defeat from their one time teacher and mentor.

"AHHHHHHHHHHH!"

The massive aircraft exploded with a deafening bang…One that sent a shockwave all throughout the area. The pieces and shards of the one powerful weapon were blown outwards by a massive fireball as only the main shell of the aircraft remained intact as it came crashing towards the ground in a near majestic show of defeat.

The fires still raged as what was left of the aircraft crashed upon the hard ground below, crushing it's advanced structure like an eggshell. The sounds of twisted metal and shattered concrete echoed through the air as the fires that had consumed it illuminated the night sky. Yet through this seemingly devastating impact, Mr. Sinister had not perished in ensuing explosion. He had been shaken, but not defeated. His century old, yet highly advanced body remained intact and he used his malleable form to escape the wreckage…Literally turning himself into a living puddle as he managed to seep through the flaming shards of his once powerful aircraft.

"No…" he struggled as he began to retake his full form, "Not yet…It's not over yet!"

He began to make a cowardly break for it, hoping that his children would believe him to be dead now, but he had raised them better than that. He, more than anybody else, should have known that Shadow Cell doesn't stop until the job is done.

Sinister barely took two steps when suddenly, he was hit in his upper left leg by a powerful ruby red burst of energy, literally severing the limb from his body and causing a gush of his metallic red insides to come flowing outwards.

"Ahhh!" he yelled in agony as he fell to the ground.

"Sinister…" came a familiar voice as he heard footsteps fast approaching him.

He tried to reform his leg, but the effects of the optic blast were difficult for him to recover from. In the end he tried crawling away like a wounded rat. He was weak from the explosion and pained from the blasts. The end was near for him…He could feel it. Yet still, he struggled, only to be stopped completely by the impact of another powerful optic blast. This time, it hit him right in the torso, nearly severing his entire lower body.

"Erahhhh!" he yelled as lost the ability to even crawl as he now lay in a pool of his own, exotic body fluids.

"Turn around Sinister! Face us like a man!" said Mayhem as he, Cyclops, Phoenix, X23, and the Scarlet Witch now stood over him, their shadows casting a deathly presence upon the once immortal man.

Mr. Sinister no longer had the strength to resist. He no longer had the ability to fight. He body was wounded and damaged as he now stood at the mercy of the very creations he spent so many years nurturing. He could no longer deny it. He had lost. His creations had won. He had fought so hard against them, yet he was unable to overcome the sheer power of his own work in the end.

And as he finally turned over to face the five mutant soldiers that he had done so much to hurt, a new feeling came over him. And to the great surprise of his beloved children, he actually found himself smiling as he looked back up at them.

"My children…" he said in a ragged tone, showing just how damaged his body was on so many levels, "My beloved children…"

Yet such words only made the five mutant soldiers feel more embittered at what this man had done to them. They knew they couldn't change the many years they spent trusting and respecting him, but now in the twilight hours of their grandest battle, they were finally ready to end it all. However, before they could do that, there were many things that the five youths wanted to say before the final blow could be delivered.

"Sinister…" said Scott, his voice mixed with so much anger and sorrow, "You took everything from us. You took our lives…Our families…Our youth…"

"And you lied to us!" said Vincent, finding it equally trying as conveyed so many painful emotions that had been welling up inside of him ever since he learned the truth, "You used us!"

"And I did so…For a dream…For a purpose," he answered, showing little remorse or regret for what he had done, "I used you…I brought you together…Because I dreamed of one day creating the perfect mutants to inhabit the Earth. I dreamed of one day lifting this world out of the depths of chaos and creating a new paradise for all life from the lowliest insects to the proudest of beings. And even as I lay before you in defeat…I can take comfort in the knowledge that I triumphed in many ways."

Sinister's enigmatic words seemed to strike a chord with the five soldiers he was so proud of. But still, they remained unflinching in their anger towards this man for inflicting so much hurt upon them and the world they had dedicated themselves to defending.

"You're machine is destroyed, Sinister," said X23 in response, sharing the anger of her friends and comrades as she looked back at the man who had betrayed them all, "Your lab is gone…The stone is gone…Everything is gone. Face it…You failed."

"Maybe…In some ways, I have. But in so many others…I did what I intended to do from the beginning. I took five powerful beings…Five truly wonderful souls…And turned them into a work of scientific art. You may not have become the evolved species I desired…But you are still the most powerful beings ever created through the sheer magic of nature and genetics. My own blood, sweat, and tears flow through your veins. And no matter what happens…That much will never change."

Such words resonated strongly for the five soldiers, for they knew there was no escaping such a fact no matter how much they hated him. They truly were in many ways…His children. It was a burden they would always have to carry no matter what they did or how they went on from here. This man had made them. He had trained and nurtured them. And now, as they stood before him during his final moments, he almost seemed…Happy.

"Say what you will…It's not going to stop us from ending this," said Phoenix, still bitter, but not speaking from as much rage as before as his words echoed through her mind, "Sweet talk us all you want, butt's not going to change the outcome."

"I would expect…Nothing less from you my children," he said, looking back at his creations with the same affection as a father would a child, "And I do not fear such a fate. I am an old man who has lived for over a century. I have seen some truly marvelous changes in the past hundred years…Changes that show just how far this world has come…And how far it has yet to go. I had the opportunity to live through the most wondrous years of human civilization. I had the chance to see mankind truly evolve right before my very eyes. And for that…I feel blessed. And I can die with no regrets."

It was almost a paradox in many ways. For once, the enemy they had so ardently overcome wasn't afraid to die. If anything, he embraced it. Sinister had created a world of lies around them, tricking and deceiving them in ways so insidious that no amount of punishment could properly attest for such sins. But now, the farce was gone…The veil of lies had been lifted. What Sinister was speaking now was complete truth…Words that he meant with every fiber of his wounded being. His inhumanity, avarice, and madness didn't seem to bother him in the slightest, for he had no regrets for the deeds he had done. And he was ready to face whatever the next life held for him, knowing that he had done his part…He had left his mark.

"So that's it?" said Wanda, still feeling as though there were things left unsaid, "No more lies? No more deceptions? This is how it ends?"

"You really don't give a damn about what you did to us or what you were going to inflict upon the world?" added Jean, honestly not knowing what to think about such enigmatic meaning, "Was everything you taught us one big hypocrisy? Things like honor, valor, faith, compassion, emotion, humility, and self sacrifice…Were they just words to you?"

"On the contrary…" he answered, merely smiling back as he listened to all the things his children remembered from everything he taught them, "Those beliefs…Those values…Those unbending virtues that I preached to you were far more than I ever could have managed to convey. You think my actions garner hypocrisy…Yet does not the meaning count more than the message? Does not the context mean more than the content? It all goes back to what Magnum once told you about faith…And never losing sight of it no matter how obscured the world is. I spoke of such values not only to instill them upon you for future generations…But to ensure that you would be truly noble beings of just virtue. When you have lived as long as I have…You see too many people driven by hatred, consumed by evil, and devoid of honor. I myself have been corrupted by such things over the years, but I have long since accepted that. But through teaching and training you to become truly noble soldiers of your country and your species…I have instilled upon you the good that so many strive to attain…And the honor that so many fail to uphold."

In many ways, Sinister's words made such a triumph feel less like a victory and more like a draw. Here they were…Proud, honorable soldiers of a cause they once so deeply believed in…Yet even as the world around them fell apart, they held onto that which they so deeply valued. Their honor, integrity, duty, and compassion remained steady through it all. And as much as they hated to admit it, Mr. Sinister was partially responsible for that.

And ironically, it was for these very reasons that they sought to end his blighted existence once and for all. The very thing he had used to further his own insidious goals was to be part of his demises. Such a fact was certainly not lost upon him, but he showed no remorse in the end and stood ready to accept his fate.

"You may have taught us, Sinister…" said Scott, now standing ready to deliver the final blow, "But we'll never be creations you want us to be."

"Say what you will my boy…But you've already succeeded in that. You have become so much of what I wanted you to be…That there's no escaping that which is written into your being. Try as you might…Hate me all you want…But it will never change who and what you are. There is no diverting from the path you have taken. From the enhancements I gave you…To the skills and ideas I taught you…You are and shall forever be…My children."

Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 did not say anything in response. There was so much about them that was linked to Sinister that there truly was no escaping it. So much of him flowed within their beings…So much of their lives was forever linked to him. Even if they killed him, it would not change the truth. It would not change what they were. And for the five mutant soldiers, it was a very hard pill to swallow.

Yet for Sinister, such words were simply that which he hoped to impart upon his most beloved creations before he left this world forever. From the people he tortured to those who had died by his very hands, he had no regrets. Hell would hold no surprises for him. He would not resist death. And now, at the hands and whim of the beings that meant most to him…He was prepared to accept his fate.

"I…I'm ready," he told them, casting them one last approving smile, "The mission…Must be completed. One must live…And one must die. I can think of no greater way to leave this world than by the hands of my own children. I am truly blessed…With such a gift. I can see no greater honor than leaving behind on this world…Five wonderful beings…That I love so dearly. And even though I wasn't able to make the world into a new Eden…I can die knowing…That it will be…In good hands."

With those final words said, Mr. Sinister finally fell silent, ready and waiting for the final blow. Yet even as he waited, the five mutant soldiers hesitated somewhat, for no matter how much they hated this man for what he did to them and what he took from them…He was still the Dr. Essex they knew and respected so much. What he had imparted upon them meant more than mere lies. They were forever bound with the virtues of honor, compassion, and loyalty down to their very souls. It was what they had faith in…It was what they would always have faith in. And with their faith to guide them, through thick and thin, through victory and defeat, the five mutants knew that they were and always would be…True soldiers.

"Goodbye…Dr. Nathanial Essex," said Scott Summers as his eyes glowed a bright ruby red color, showing that he was ready to deliver the final blow, "Whether we're your children or not…Just know this…We're nobody's tools."

And with that final message, Cyclops unleashed a powerful burst of optic red energy that engulfed the whole area around Sinister's body in a bright red flash. It was strange, for he was still smiling even as every cell of his body was incinerated in a smoldering heap, sending his demented soul to the next life.

And when all was said and done, there was nothing left…Just a smoldering heap of charred pavement. And by the hands of the very creations he was so proud of, Mr. Sinister was no more.

Yet despite this final triumph, the five mutant soldiers found themselves in a daze as they looked back upon the spot where Sinister had met his end. So many conflicting thoughts and emotions were coursing through their minds, for it was truly over now. Sinister was gone, Shadow Cell was gone, and the world they had lived for so long was no more. Yet despite all this, they were still alive…Left with an uncertain future.

"It's over…" said Vincent, finally breaking the silence as he and his comrades stood together in triumph, yet still feeling so defeated in so many ways, "It's finally over."

"So then…What now?" asked Wanda as she found herself standing close to Vincent, taking his hand in hers for something to hold onto, "What happens now?"

"Honestly, Wanda…I have no idea," said Scott, shaking his head in defeat, prompting Jean to stand close as well for the comfort only they could provide one another.

They were all tired, tattered, and deeply conflicted. Each one of them had uniforms that were tattered and shredded from bullets and shrapnel. For Scott, Jean, and Wanda, who didn't have the same healing powers or invulnerability as Vincent or X23, they had wounds and bruises all over their bodies mixing with the stains of blood. But these were wounds that would heal…The ones on the inside, however, would be a different story altogether.

Then, in the distance, the sound of helicopter blades and mechanized infantry vehicles, courtesy of SHIELD, began to scour the area and the five mutant soldiers of Shadow Cell could see a new presence overtaking the now scared battlefield. Under normal circumstances, this would have been their queue to make their exit, but this time, there was nothing to go back to…No home to return to.

"Looks like the cavalry has finally arrived…Late as usual," said X23 as she saw the distinctive high-tech vehicles of SHIELD that they all knew so well.

"You think they'll arrest us since we're officially rogue?" wondered Jean, knowing that was a very real possibility.

"Does it really matter at this point?" said X23 in response, who may not have known a lot about the complex world she was created in, but knew enough to know how certain things work…Namely what happens to rogue soldiers.

It truly seemed as though there was nothing left for them. They were just five non-existent beings, practically dead in every sense of the word. They were soldiers, fighters, and patriots. Yet despite all their loyalty and dedication, they had been betrayed and now here they were, standing victorious over those who had used them, only to find themselves at a true impasse with nowhere to go and nobody to turn to but each other.

But even if SHIELD did arrest them and lock them up as standard protocol for handling rogue groups dictated, Shadow Cell had no regrets about what they just did. They fought, they bled, and they triumphed over the forces that threatened the world they had sworn to protect. They completed their mission. They succeeded in their task. And that alone was enough for them…Even if it meant sacrificing so much.

"I guess we don't have a choice," said Vincent with a defeated sigh, "Either accept what our country orders or run away and live in the shadows."

"Yeah, some choice…" muttered X23, knowing that didn't leave them many options, "I guess that means we run. We run and never look back."

"Yeah…You're right X," said Scott, giving Jean's hand a firm squeeze, "It's like I said before…We were never on the side of the military, the government, or Dr. Essex. The only side we were ever on…And the only side that matters…Is ours."

"Right…" said Wanda, not arguing those words for a second, feeling a renewed sense of strength because of them, "And as long as we still have each other…Then that's all we need."

"Yeah, we're still a unit and we're still a family," said Vincent, feeling a bit more confident now as he and his friends stood together even at this difficult time, "But still, you have to wonder…Where does this leave us? Where do we go from here?"

There were no clear answers for such questions and the five mutant soldiers of Shadow Cell doubted that they would ever truly know for certain. They merely stood in silence, for there was nothing left to say. The mission was over, their home was gone, and everything they had once believed in was in shambles. What else was there for them? Was there anything left in this world at all for a bunch of renegade mutant soldiers?

Then suddenly, as the five mutant soldiers continued to stand in silence over the charred ground where Mr. Sinister had met his end, a new presence descended upon them from above. It was the X-jet…And inside, it bore the X-men…The team of mutants that had helped them succeed. Even after having fought them before, they still helped them. And from the looks of it, they weren't done yet.

"What the hell?" said Scott as he and the others grew curious over this sudden development as they watched the high tech plane land in a clearing not far from where they were standing.

"Why are they still here?" said Wanda, thinking it definitely wasn't a good idea for a bunch of civilians to stick around when SHIELD was descending upon the area.

Before any of them could ponder the answers, the hatch to the aircraft opened up and Logan, Ororo, Angel, and Psylocke stepped out and approached the mutant soldiers that had helped save their friend. Some were limping a bit from bruises and injuries, for it had been a fight truly unlike any other against a foe more insidious than they ever could have imagined. Yet in the end, they all triumphed.

They were all noticeably scared from the battle. Warren was still leaning on Betsy for support and his wings were still drooping. Storm's uniform had plenty of tears in it and both she and Betsy looked quite disheveled from it all. Even Logan showed a few battle scars, but his were easy to hide.

And aside from the scars, there was the impact to consider. These five had just helped save them all at the expense of everything they held dear. They're whole world had been turned upside down. After all their sacrifices, it was all gone. And for that, they couldn't just let these brave warriors be lost to the obscurities of a complicated world.

"What are you guys still doing here?" said Scott in a monotone voice, looking as indifferent as the rest of his comrades.

"I could ask the lot of you the same," quipped Psylocke in response.

"You're civilians…We're not," stated Vincent firmly, "You shouldn't be here! Just take your friend, go back to your home, and leave this as it is!"

"Sorry, bub…But we just can't do that," said Logan in response, showing no inclination to heed the young man's words, "We ain't leavin' until we talk to ya about something important."

"Why would you want to do that?" said X23 skeptically, trying not to look into the eyes of the man who's blood created her, for it still caused so many conflicting feelings, "You got your friend. Everybody on your team is still alive. You should just go! This doesn't concern you!"

"No, you're wrong kid…Dead wrong," said Logan as he walked up to her and took in the conflicted look on her face, "After all the crap we just went through, do you really expect us to just up and leave you guys here?"

"Why not?" said Jean in a morose tone, "This is where we belong. This is our world."

"But your world is gone now!" said Warren, shifting their attention to the burning buildings around them, "Your world betrayed you and you fought back. But now that you've succeeded, what are you going to do? Where are you going to go?"

None of the five mutant soldiers said anything to respond to that, for they still weren't sure of just where their future would lead them. The four X-men could tell and it was clearly a great conflict for all of them. And while they couldn't imagine the kind of turmoil they must be experiencing, they truly didn't want to see these five soldiers go…Not after they had done so much for them and the world at large.

"I know this must be a difficult time for you all…" said Ororo in a tone laced with the compassion that so often defined her, "And granted, we can never know how you truly feel…But that doesn't mean we can't help you."

"Help us?" scoffed Wanda skeptically, "How in the hell could you possibly help us?"

"And moreover…Why?" added Scott.

Then suddenly, as if on queue, a voice projected into their minds, a calm and gentle voice that the five mutant soldiers didn't have the strength or the desire to shield themselves from. And from this voice, a ghostly apparition appeared before them…An apparition they quickly recognized as being Professor Charles Xavier, the man who was always willing to help those in need.

"I think you all know the answer to that, Shadow Cell," said Professor Xavier as his projection stood clear for the five dazed and distraught soldiers to see.

"Professor Xavier?" said Vincent, feeling just as surprised as the rest of his comrades at the sudden appearance of the powerful telepath.

"I know this must be a confusing time. The world you once knew has fallen apart."

"Yeah, thanks for the reminder," muttered X23, not feeling any better about it.

"But that doesn't mean that this has to be the end for you," said the Professor, his voice conveying an honest sense of hope, "The five of you have done a lot for this world. You've done so much to help people even though they'll never know that which you sacrificed so readily for them. And now, I think it's time the world help you in return."

"Help us?" said Vincent, not sure what exactly he was implying, "But why, professor? We attacked you for crying out loud!"

"You saved the life of one of my students," he told them as if it were the most obvious thing in the world, "You guided my team through a truly difficult challenge, leading them into battle against a man who would have surely destroyed everything we hold dear. You were used. You lost everything. Yet you still helped us."

"But we still fought against you and your students before…" reminded Scott, "So consider us even."

"Be that as it may, it most certainly doesn't make us even. One of the many tenants that I have gone by in my quest to bring peace to a world where nothing is as it seems is to help those who can't help themselves. And right now, I see a chance to do just that with five very special young mutants whom my school owes so much to."

"Help us?" said Wanda with a scoff, "We don't need your help. We can survive on our own."

"I have no doubts that you can. But just because you can survive, that doesn't mean you can rebuild your world. I can already tell that you strongly believe in the principles you were taught as soldiers. Whether or not they were right or wrong wasn't an issue. All that mattered was that you had faith in them. And for that reason and so many others, I would like to offer you a chance to start over…To make new lives for yourselves on your own terms and under your own principles at the Xavier Institute for Gifted Youngsters."

It was an offer the likes of which the five mutant soldiers probably would never face again…The chance to be civilians again…The chance live their own lives again. Such a thought definitely had it's appeal in the minds of the five soldiers who had known nothing but war for so long now…But still, they didn't know if such a life was even possible for them. They were mutants. They were soldiers. They were killers. How could they ever fit into a world like that again? How could they ever manage?

Yet at the same time, a part of them was so tired of war. After having been betrayed by their mentors and teachers, part of them didn't want to live such a life anymore. They would always be soldiers at heart, but what about their lives? What about the time they had missed, the world they had yet to experience, and the challenges they had yet to face? Could they really do this at a place like Xavier's? Could they really find their place in the world again?

"You…You really want us to join your school?" asked X23, finding such an offer difficult to contemplate.

"Indeed I do," affirmed the Professor.

"Even after everything we've done?" said Vincent, still feeling so conflicted and uncertain with everything he had just experienced with all the revelations and complications.

"I believe that everybody deserves a chance," he told them in response, his wise tone resonating strongly with the five honor driven soldiers, "I'm simply giving you the opportunity to make a choice. I won't force you to make your choice either way, but I ask that you consider my offer. The world is a big place…A fact which I'm sure the five of you know all too well. As soldiers, you fought with valor and honor to save lives. And for that, I would consider it a great honor to have you at my school."

Looking back at the flaming ruins of their now shattered home, the five mutant soldiers of Shadow Cell knew that this was a big choice for them. Either run away from it all and live free in a world wrought with complications and lies or seek a life of their own for once, right in the midst of that world of lies. Each one had their appeal, yet each one had their drawbacks. Yet as they looked at one another, the choice became clear.

'Guys…' sent Jean telepathically, wanting to get one final consensus before they made this monumental choice, 'What do you think? What should we do?'

'I…I really don't know,' replied X23, 'We've been living this life for so long now. How can we ever hope to live another?'

'I'm not sure, X…' sent Wanda in response, 'We're soldiers. We fight wars, we destroy the enemy, and we complete the mission…That much we can never escape.'

'But does that mean we can't live a life of our own?' asked Jean, still not able to come to a decision, 'Does that mean we can't find peace on our own terms?'

There was a brief silence between them, but it didn't last long as Vincent quickly came to a few major conclusions.

'You're right. We are soldiers…We are killers,' he sent to them, expressing his sorrow for such an inescapable fact of their lives, 'Sinister took a lot from us, but the biggest thing he took was our faith. We believed in what we were doing regardless of whether or not he used us. And…I don't want to keep being somebody's tool. I don't want to lose my faith in what I believe in.'

His four comrades couldn't deny the truth in their friend's words, but he was not done yet. There was still one last thing on his mind that he felt would seal their decision.

'We fought, we bled, and we triumphed…Together,' he went on to say, 'And now, I think it's time we take back what Sinister took from us. I think it's time we truly start fighting for ourselves. And maybe…Just maybe…The Xavier Institute could help us with that. I may not have faith in the lies Sinister told us, but I'll always have faith in us.'

With that in mind, it all seemed so much clearer to them. And through the sorrow and confusion that still so deeply frustrated them, the veil of deceit seemed to lift from their souls. At long last, they could live life on their terms. At long last, they could make up for the time they had missed. There may have been plenty of unanswered questions, but for now, at least they knew the answers that mattered.

'So…Are we decided?' said Scott, breaking the silence between them, 'Are we going to learn what we can from the people willing to help us?'

'I think you said it all, Vincent,' sent Wanda in a tender tone that caused him to blush somewhat.

'And I think you have a point,' added Jean, 'And I'm ready to start over.'

'Yeah…Me too,' sent X23, her gaze drifting back towards Logan for reasons unknown, 'I think…No, I know this is right. I know that this is the right path to take. I'm not sure where it'll lead, but I'm willing to face it as long as we continued to stick together. We are a unit…Shadow Cell or now Shadow Cell. That much nobody can ever take from us. And now, we have a chance to find our place in the world. And I think we should take it.'

And with that, the five mutant soldiers were finally in agreement, they had finally made their choice. It may not have been clear just where this would lead them, but for Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23…They were ready and willing to find out.

"Professor Charles Xavier…" said Scott, finally breaking the silence that had fallen over them, "I think we're all in agreement here…And we accept your offer."

"I'm glad to hear that," said the Professor with a smile and a sense of great joy, for he had managed to get through to these lost souls, "Then all I can say is…A new world awaits. And hopefully the X-men will help you find your place in it."

And with that, Professor Xavier's astral form disappeared, leaving the five mutant soldiers with only a ride to catch and a new home waiting for them. And for Logan, Ororo, Warren, and Psylocke, they were there to welcome them into this new uncertain life.

"I guess all I can say now is welcome to the X-men," said Ororo with a warm smile.

"Yeah…Thanks," said X23, still sounding very conflicted, "So I guess we just start over from here?"

"And after being used for so long, can we really have a clean slate?" said Vincent, still unable to forget the feeling of being so used and tainted after what Sinister did to them.

"I don't know a whole lot about that, bub," said Logan, having thought such things about his own life before, "But all I know is that everything you fought for, everything you believed in, and everything you experienced…Is yours. It's all up to you on how ya choose to use that."

Such words definitely made it easier for the five mutant soldiers as they heard from Logan's lifetime of experience. Having been down that road before, he had come to learn things that they had yet to ascertain. And hopefully, there was a lot more he could teach them. But for now, it was all about new beginnings…A clean slate…And a new life.

"Come on…Let's take you to your new home," said Logan as he, Ororo, Warren, and Betsy began to make their way back into the jet.

Home…That word had a lot of different meanings to the five mutant soldiers who were no without one in many ways. It was definitely a strange, uncertain time for all of them, but it was a time that held so much promise and hope. And before they stepped onto the jet and into a new life, there remained one last thing for them to do.

"I guess it's time to finally leave this place behind," said Scott as he reached into his tattered uniform and pulled out his dog tag, which so seldom left his neck, "And I believe that if we're truly going to make our own destiny together…There are some things we should leave behind…And others we should always hold onto."

And with those words in mind, he threw his dog tag into the flaming wreckage of the building that had made them who they were.

"You're right Scott. This is our world now…This is our future," said Jean and she, Vincent, Wanda, and X23 followed suit, ripping off their dog tags and taking one last look at the relic that bore so much their past before throwing it away, forever leaving behind the world they once knew, "Now…It's time we start over. And like any other mission…We're in this together."

With the past finally behind them, the five mutant soldiers made their way to the jet, but before finally moving onward to an uncertain future…They came together in one last chant, giving their fragile souls a new sense of hope that they would carry with them now and forever.

"Kuwabara…Kuwabara…"

* * *

AN: Wow…What a battle! What a fight! At long last, Mr. Sinister is no more. His plans have ended and the creations he so coveted are now at a crossroad. Shadow Cell is now facing a new beginning wrought with so many challenge. And after all the missions, rigors, and complications, can they really fit into the X-men? Stay tuned to find out as the five soldiers of Shadow Cell start a new life! There's still plenty of drama to come, so stay tuned to see how it all comes together! So what did you all think? Now that the action is over, I'd love to know! Please send me your comments via email or post them on the fanfiction website! I don't care which you do as long as you review! Thanks a ton for reading everybody and I wish you all the best!

THE ACTION IS OVER! SO TAKE A LOAD OFF AND REVIEW!


	49. New Surroundings

**Sinister Soldiers  
Chapter 49: New Surroundings**

****

* * *

The ride back the Xavier Institute was marked by complete and utter silence the whole way. The five mutants of Shadow Cell had just left behind the only life they had ever known. They had destroyed their creator, their home, and their livelihood. Their entire way of life was now forever upside down. The man who had brought them together…Dr. Nathanial Essex…Had betrayed them, used them, and manipulated them on so many levels that it almost sickening to them. Yet in the end, they had destroyed him and his plans. They all came out alive, but at what cost?

Feeling so much at a loss, forever displaced from the only world they had come to know, the five mutant soldiers remained dead silent. Knowing that many of the X-men were still very suspicious of them given how they had fought them once before and practically mopped the floor with them, there was plenty of tension in the air. The only real activity they showed was when they used the onboard first aid kit to tend to their injuries, bandaging up and disinfecting their wounds with expert skill as if it was second nature to them. They were obviously very sore, very tired, and very spent…But for the most part, Scott, Jean, Vincent, Wanda, and X23 just kept to themselves…Simply sitting close to one another near the back and gazing off into space, reflecting on the new path they had just taken.

There were still so many uncertainties, so many unknowns. They were five of the deadliest soldiers to ever come into existence. They had killed hundreds, if not thousands of people in the course of the many missions they had gone on over the years. They were ghosts now…Complete unknowns. They didn't even exist in many ways, for they had always been but mere shadows in the world of conflict that the fought so hard to protect and maintain. Now here they were, a bunch of deadly soldiers about to join a school and live the life of civilians.

It had been so long ever since they had lived outside the military that their memories of everything else before it were unclear and sketchy at best. They had trained so hard over the years, living by the strict warrior code instilled on them by their superiors that they had almost forgotten the memories of their lives before the unit. But now that Shadow Cell was gone, they had a whole new life to build.

Their world was now a wreck. And in the minds of the five mutant soldiers, there was no telling where they went from here. All they could do now was rebuild.

In the seats furthest back in the X-jet, the five mutant soldiers stayed close to one another…If for anything, for the comfort and solidarity that their bond and kinship had always given them through the good times and the bad. Scott and Jean stayed somewhat closer as always with Jean resting her head against Scott's shoulder, her hands entwined with his. After helping one another patch up their surface injuries, they just held each other for the sake of comfort. Even though the world that had brought them together was over, the deep love they still shared had not waned or faltered in the slightest. And now more then ever, they would need that bond to help them through this difficult time. While they remained silent like the rest of the jet, their powerful mental link remained wide open, allowing them to send words of love and encouragement to one another in order to help keep them strong.

'Scott…' she said through her mind, not giving any hint or trace to the others that she was communicating with her lover, 'Where do we go from here? What kind of life can we build after everything we've been through?'

'I…I honestly don't know my love,' replied Scott in response with a hint of sorrow in his tone, 'But I guess we'll just have to find out together.'

In addition to Scott and Jean, Vincent and Wanda also stayed close…Even more so than usual. After having held in their feelings for so long, they all seemed to boil over through the stress of this fateful mission that left them all so displaced. After having learned the truth about the Prodigy Project and Sinister's involvement and after having come face to face with Magneto, Vincent Freeman and Wanda Maximoff now needed each other more than ever. And through the unspoken bond they shared, they managed to lend what comfort they could. Wanda's hand remained entwined with Vincent's, giving it a gentle, yet firm squeeze as they both reflected on how far they had come. So much had come to surface through this fateful night…So much had been revealed to them. Yet through it all, it did help put many things in perspective for the two young soldiers who had always been so introverted about their feelings. And now that Shadow Cell was done for, they could finally express them in the way they wanted. Even though they weren't quite on just how to do so, they still had plenty of time learn for themselves.

As for X23, the loner of the group, she kept to herself as usual. She didn't need a lot of first aid because of her healing, but she was still sore and worked to help her comrades as needed. But unlike her comrades, she didn't seek direct solstice, for that wasn't really her style. Instead, she merely locked her gaze in the empty space before her, thinking about where everything went from here. Unlike the others, she had no other life except for that of a fighter and a killer. From Hydra to Shadow Cell, she had absolutely no concept of any other way of living. And now here she was, about to go into civilian life with little or no concept of just how to do it.

Throughout the ride, her gaze kept shifting back towards Logan, who was in the cockpit along with a very sore, very bruised, and very tired Warren. Ever since she had crossed his path, he had never been far from her mind. She just couldn't stop thinking about him and the connection they shared in terms of their blood and their respective pasts. She wasn't sure why she was drawn to this man or even how he fit into her life. But now that she and her friends that she considered nothing short of family were about to begin a new life with them, she would have plenty of time to find out just where this would lead them.

Yet unknown to her, Logan had been thinking the same thing ever since he first fought her back at the mansion. He pretended to focus on the controls of the aircraft when in actuality, he kept stealing brief glimpses of the young, 14 year old girl that bore his blood and his past. A part of him was still wondering just how this girl would affect his life, for it was clear already that she had left her impact on him. Now there was no telling where it all could lead, but for the time being they just wanted to put this night behind them.

For the X-men, it was a naturally tense moment for them, riding in the same plane with a bunch of soldiers who had killed more people than they probably ever would have been able to even at their worst. In addition, everybody was reeling from the scars of battle. Kurt and Warren had been practically limping because of shrapnel shards in their legs, which had to be pulled out with tweezers. Kitty was reeling from massive headaches and soreness from phasing through everything. Warren's wings had sustained some punishment from shrapnel and his shoulder was killing him. Betsy's arms were bandaged up from trying to guard herself from stray frag grenades. Remy had a bandage across his head from a cut he got along his temple and a powerful round had grazed his shoulder, taking a good piece of his flesh with him. But he didn't seem to care much, for he was too worried about the unconscious Rogue, who had passed out from exhaustion as soon as she got back. Ororo's cape was now completely gone and she had a few bruises here and there, but nothing too serious. Both Bobby and Jubilee had encountered some pocket resistance on the way back and Bobby took some shrapnel to the back while Jubilee fell on her arm and twisted her ankle slightly. Hank had also sustained a few painful impacts, taking shrapnel and concussion grenades along the way that let his ears ringing. And while Logan's uniform had plenty of tears and scratches, he had healed from any surface injuries for the most part.

But aside from injuries, there was something just as discomforting…They were now going to be living with Shadow Cell from now on. Such a notion left plenty of uncertainties in their minds, particularly those like Warren, Betsy, and Jubilee, who still bore the bruises from their first fight.

Nevertheless, this was their decision. The Professor had offered them a place at the school and they took it. Yet despite this, it was still quite unnerving to have them aboard, looking so lost and dazed after having left their old lives behind forever.

"Hey Jubes, do you really think this is a good idea?" he whispered to his friend under his breath so that they hopefully wouldn't hear him.

"What do you mean?" she whispered back.

"I mean after what we just saw from them and how they killed all those GURSO soldiers and that Sinister guy, do you really think it's a good idea to let them live at our school?" asked Bobby, trying not to make eye contact with the five soldiers, who were still sitting motionlessly in the back.

"Well…" said Jubilee, taking a moment to consider his point of view, still remembering clearly how skilled and efficient they were when it came to mowing down the enemy, "I can see what you mean. But the Professor offered them a chance to join us and they have nowhere to go, so I guess it's really up to them."

"But do you think it'll really work?" he asked her, no sure how he and the rest of the mansion would handle living with a bunch of skilled killers.

"I don't know, Bobby…" she said with a sigh, "But I guess as long as they're here, we'll all have to learn to manage."

"Guys, will you two keep it down!" said Betsy under her voice, who was sitting in the seat right in front of them, "Even I can bloody hear you and I'm not a soldier."

"Sorry, Betsy…I'm just saying, that's all," said Bobby, keeping his tone low as he finally zipped his lips, too tired to make any further comments.

After that, they once again fell silent, hoping that the five mutant soldiers hadn't picked up on that. But unknown to them, Scott, Jean, Vincent, Wanda, and X23 had heard every word. A lifetime of fine tuning their senses to that of a soldier, ready to fight and kill at any given moment, had given them more than enough capability to listen in on their conversation. But despite this, they didn't respond in any way, for it wasn't like they could blame them for thinking that way. And as much as they hated to admit it, Bobby did have a point.

However, the five mutant soldiers tried not to think about it for the most part as they remained silent and motionless as they always were during the plane rides after missions…Except this time it was for a multitude of different reasons other than sheer habit.

While the notion of Shadow Cell being with the X-men still left plenty of uncertainty on both ends, there were a few who weren't nearly as concerned with it, for Shadow Cell wasn't their only guest aboard the X-jet.

Mystique, the former leader of the Brotherhood and a once bitter enemy of the X-men, was also along for the ride. But unlike Shadow Cell, she was beaten, battered, bruised, and out cold. When Kurt and Rogue had showed up with her, even those who remained suspicious of Mystique like Logan and Warren were shocked at the punishment she had endured. She had numerous cuts all over her body, bruises the size of baseballs, and blood gushing out of several rather ugly looking wounds.

She may have still the enemy in the minds of some of the X-men, but they still did not hesitate to help her. Even though Mystique's shape shifting chemistry gave her a pretty strong healing factor, that wasn't enough to keep her out of a world of hurt. And after having survived Magneto's punishment, she passed out completely, leaving her fate in the hands of her two estranged children.

For both Kurt and Rogue, having her with them was a mixed feeling at best. In many ways, she was still the woman who had fought against them and lied to them so much. But after seeing how hard she fought to save Rogue and how much she was willing to endure for them, taking down Magnum and surviving Magneto, they got a real honest glimpse into just how much she cared for them. She had been willing to risk it all for them, enduring inhuman levels of punishment and danger. And through that, it left a profound mark on the two young mutants who had no idea of just where things went from here.

Even after Hank had patched her up a bit, wiping off some of the messy wounds and applying a few bandages to her tattered body, Kurt stayed with her the whole time, pushing aside his own bodily pain to be with her. Even though she was unconscious, she wanted to be by her side. After she helped save Rogue, she felt he owed her that much.

And through this difficult time, Kitty remained at his side, helping him through this emotional time while also aiding Beast in applying the medical treatment the shape shifter needed.

"Hey…You okay?" she asked him, placing her hand upon his as he sat by Mystique's unconscious body.

"I…Don't know," said Kurt with a sigh, taking comfort in her touch as he felt around some of the wounds on Mystique's body, "I…I really don't know vhat to make of all this, Kitty. I mean look at her. Look at vhat she vent through. After all the bitterness between us and the Brotherhood, she risked it all…And she nearly died for it."

"I think that means she must really care about you and Rogue," said Kitty with a smile.

"Ja…I know," nodded Kurt in response, "It's just that…I can't help but vonder…Vhere do ve go from here? I mean…As a family, vhere does this leave us? She's not vith the Brotherhood anymore and she's shown us that she's more than just some bitter old voman."

"You're thinking about whether or not she's going to stay, aren't you?" said Kitty in response, knowing full well where he was going with this.

Kurt couldn't help but laugh slightly at that, for he knew full well that he was never all that good at hiding things from Kitty Prdye.

"Ja…I guess I can't hide that," he said in response.

"Well…Not from me, at least," she said, giving his hand a firm squeeze, "You should know that by now, fuzzy."

"Ja…I should," he said sheepishly in response.

Having felt a little better upon hearing that, Kurt found himself looking back at the young woman before him with a warm smile that actually made her blush a bit.

"Thanks Kitty," he said to her, his tone wrought with gratefulness.

"For what?" she asked, still blushing profusely.

"For being there…" he said simply.

No further words needed to be spoken between them as they once again fell silent. Yet unknown to them, Remy Lebeau had seen it all and was trying very hard to keep himself from laughing. He knew that now was probably not the time to make any comments…Not with so many complications pervading over the team.

Looking over towards his side, he smiled at the beautiful sleeping Rogue who was resting comfortably against his body. She looked so beautiful and peaceful in Remy's eyes and seeing her like this brought a smile to his face even with all the complications they had just endured. Still reeling from the effects of being in Sinister's machine and fighting to save her estranged mother, Rogue had quickly succumbed to exhaustion once she arrived at the X-jet. With no more adrenaline running through her system, her and mind simply succumbed to the need for rest. And thankfully, Remy was there to support her.

"Sleep tight, cherè…" he told her silently as he wrapped his arm securely around her waist, "Remy promises everythin' is gonna be okay now."

Even though he knew she probably couldn't hear those words, it was something he wanted to convey to her even in her unconscious state. Beast had told them that he wanted Rogue to stay in the infirmary for a while in order to ensure that there were no serious risks to her heath after having been in Sinister's machine, but for now she just needed rest. And after everything they had just been through, they all needed rest.

Back up in the cockpit where Warren was flying the jet and Logan was keeping tabs on the systems, the silence continued. Everybody was so dazed, uncertain, and just so tired that many of them felt like just collapsing right then and there. Now that it was over, the need for rest seemed to catch up with them all. But thankfully, the ride back to the institute wasn't too long for them and like the rest of the team, uncertainty still dominated their minds.

"I don't know about these guys, Wolverine…" Warren found himself saying as he kept the high tech plane level at 34,000 feet, "It still feels a bit…Disconcerting letting them join the team like this."

"You sayin' that because you really mean it or are you sayin' that because they kicked your ass earlier?" quipped Logan in response.

"A little bit of both I guess…" said Warren with a sigh.

Logan could understand his feeling clearly and he honestly couldn't blame them for thinking that way. But looking back at the five mutant soldiers who were still sitting as still as statues, he had a different point of view.

"Well look at it this way, bub," he told the rich, winged mutant, "They got nowhere to go and the world they knew has been completely shattered. They're a bunch of lost souls and as long as we can help them, we're gonna try."

"But what if they become hostile?" Warren asked in response, thinking it was a very real threat.

"Try not to think of it in terms of hostility, my boy," said Hank, stepping in with his own opinions, "To merely judge these five soldiers only on their actions thus far is hardly a fair standard to go upon. Like any other mutant that the institute aids, they need to find their place in the world again. But unlike us, they're at a disadvantage. They had their place and now it is lost. And it is for that reason, I believe, that we owe it to them to lend our support."

"Couldn't have said it better myself, Hank," said Logan in response, which seemed to entail more than he ever could have articulated.

"But after everything they've been through…Everything they've endured…Do you really think we can help them?" asked Ororo, who couldn't help but feel bad for the five young soldiers who had lost so much.

There was a brief silence among them after that, for such a question had been going through their minds ever since they accepted Xavier's offer. But nevertheless, there was no going back now. It was a new beginning for all of them and after everything they had just been through, there was no telling where it would lead.

"I really don't know, Ro…" responded Logan in response as he found himself looking back at the five young soldiers once more, "Guess we'll just have to wait and see…"

* * *

The trip back to the Xavier Institute took a grand total of 30 minutes…Yet for many of those inside, it was one of the longest trips back in recent memory. And when the plane finally landed in the concealed hanger bay of the Xavier Institute, everybody seemed to let out a deep sigh of relief…Everybody except Shadow Cell, that is.

"Well guys…Welcome to your new home," said Logan as he got up from his seat in the cockpit while Warren powered down the engines and everybody began to file out.

However, despite his words, Scott, Jean, Vincent, Wanda, and X23 didn't say anything in response. They barely even acknowledged it. They still seemed so lost in their thoughts. They continued to stick together, letting all the X-men file out before they made their exit.

It was almost surreal to them since they were not just stepping out of a plane…They were stepping out into their new home. It was still going to be a clear and present challenge learning to call this place 'home' in a sense, but as they had learned time and time again from all their battle experience…Even the most difficult mission begins with the first task.

The X-men were practically sauntering out of the X-jet, almost too tired to stand in addition to their injuries. Hank, Logan, and Ororo were the few exceptions as they stayed alert enough to carry Mystique to the infirmary where she would undergo further medical treatment. Kurt, of course, stayed by her side and was allowed to remain with her through the night since it was clear to them that he wanted to be there when his mother woke up…If for anything, to let her know that she was in a friendly place now.

Rogue also went to the infirmary as well within the safe and secure arms of Remy, who also decided to stay with her for the night. She may have not had anywhere near the injuries that Mystique had, but after what they had all endured, it would probably be beneficial to her that she saw a friendly face when she first woke up.

For the others, however, they underwent a quick checkup to patch up their wounds before going straight to bed. Each one of them felt as though they could sleep for days on end. After what they had just been through, their bodies were in serious need of rest and Xavier wasn't about to stop them. But for the five mutant soldiers of Shadow Cell, sleep was the last thing on their minds even though they hadn't gotten much in over a week.

Professor Charles Xavier was there to greet his newest students of his school and he kept with a kind, welcoming demeanor, feeling as though the five mutant soldiers needed to know that they were in a safe and friendly place despite lingering concerns among the others. But concerns or not, they would have plenty of time to work that out later on. For now, they just had to take this one step at a time.

"Welcome to the Xavier Institute, Shadow Cell," said the Professor warmly as the five mutant soldiers stood before him.

"Thank you sir," said Scott in distant, yet respectful tone, standing with his comrades before the wheel chair bound man with poise and respect they so often bore when they were in the presence of superior officers.

"Were there any troubles during the ride back?" he asked, his balanced and casual, "Have any of you sustained any injuries that need attention?"

"No sir…We'll tend to our own wounds as needed. The first aid kit onboard was sufficient for the most part and if anything else comes up, I'm sure we'll manage," said Vincent in response, talking to him as if he was the General, mainly out of habit.

Such actions were not lost upon Xavier, but he set that aside for the moment, focusing only on that which was most pressing.

"I understand this is a very difficult time for all of you," he said, cutting right to the chase, "I know that this institute is nothing like the world you've known and life here is very different from that which you are used to. No doubt, there will be plenty of challenges ahead for all of us, but I just want you to know that as long as you're here at my institute, my students and I will be more than willing to help you. And that means that if you have any issues, there will always be someone to talk to. And if there's anything I can personally do in order to help you adjust, please don't hesitate to ask. Now granted, there will be plenty of challenges for all of us to face in the coming days, but for now…I feel it would be most beneficial if you all simply got some rest."

Xavier's poise and tone was a bit alien to Scott, Jean, Vincent, Wanda, and X23 since they were so used to drill sergeants yelling at them at almost every waking moment. The only real exception was Dr. Essex, Magnum, and the General. But with their two most trusted mentors gone and the General having turned himself over to the hands of SHIELD, they no longer had any such support.

While they didn't doubt Xavier's sincerity, it was still awkward for them. This wasn't the military…This wasn't Shadow Cell…And it would clearly take some getting used to.

"Thank you sir," said Jean respectfully, feeling as though she owed him as much after having fought so hard against him during their first encounter, "We'll be sure to adhere to your rules. It's the least we can do since you have so generously taken us into your school."

"Think nothing of it my friends," he said kindly in response, seeing that they were still in a military mindset, "That is part of what this school is for…Helping those who can't help themselves. Now we'll work out the minor details in the morning, but for now, try and get some rest. Logan and Ororo will show you to your rooms."

"Yes…Thank you sir. It is great honor to join your institute," said Scott, his tone still distant like the others, yet staying respectful since this man had so graciously given them a chance even after everything they had put them through.

"The honor is all mine," said the Professor with an approving smile as he began to wheel himself out, feeling as though there was definitely hope for these lost souls, "I'll see you all in the morning."

After that, the Professor made his leave to finally retire to his room after a long, stressful day. The rest of the X-men who hadn't chosen to hang around in the infirmary soon followed, leaving Shadow Cell the only ones left. They were all so tired in pretty much every conceivable way, yet sleep still didn't necessarily seem that appealing to them, for they knew that this night would resonate in their dreams for many years to come. None of them looked really looked forward to something like that, living with the knowledge and memories that they had been a part of so many lies for so long. But they would have to learn to live with it whether they liked it or not.

* * *

Once things settled down a bit and most of the institute residents collapsed in their beds for some much needed rest, Logan and Ororo handled the last remaining loose ends, showing the five mutant soldiers of Shadow Cell to their new rooms. Part of them remained stuck in a soldier's mentality, following the two older mutants as if they were superior officers that they were obligated to obey, but that didn't seem to bother them much, for this was who and what they were. And while Shadow Cell may have been no more, that didn't mean they weren't soldiers in every sense of the word.

"Well…Here we are," said Ororo as she and Logan stopped at the end of a hall, "Your rooms will be right down the hall from the library. The two of us will be just on the other end. So if you need anything, don't hesitate to ask."

"We'll manage," said Jean in a tired, monotone voice.

"Well, try to get some rest you guys," said Logan, noticing that their demeanor was still a great deal conflicted, "It looks like ya could really use it."

The five mutant soldiers remained silent, not commenting or remarking about anything that the two instructors had said or shown them. And for Logan and Ororo, two teachers used to dealing with renegade mutant teens, it was a rather awkward shift. But they managed to stay friendly, hoping that they would leave a good solid impression on their newest students.

"Well if ya don't have any more questions, I guess I'll see ya in the morning," said Logan, breaking the awkward silence that had fallen over them.

"Yeah…See you then," said Vincent as he, Wanda, X23, Scott, and Jean retired to their rooms.

Ororo cast them all a concerned glance. To her, they all seemed so lost…So troubled…So conflicted on so many levels. And after what she had learned about them, she couldn't help but feel bad for them. Part of her wanted to linger and at least try to reach out to them, but from what she could clearly see for herself, they just wanted to be left alone for now.

"You should get some rest too, Ro," said Logan, noticing that she was lingering a bit.

"I know…" she said with a tired sigh, "I could say the same for you, but something tells me you'll find an excuse to stay up even later."

"You know me too well, darlin'," he said in response, managing a wolfish grin, "Tell ya what…If you try and get some rest, then I promise I'll do the same as long as it'll make ya feel better."

Ororo managed to smile back at his words. Even in the late hours of the night with so much lingering stress upon the team as a whole, she still found the strength to smile through it all. And even with the lingering exhaustion between the two of them, that didn't mean they couldn't share hope.

"You have yourself a deal, Logan…" she told her friend, not needing to think too much about it as she began to walk back down the hall towards her room, "But you know I'm going to hold you to it."

"Can't say I would expect anything less," said Logan, still smiling somewhat as he lingered a bit before following suit.

Then suddenly, before he could get too far, a lone voice rang out and stopped him cold in his tracks.

"Logan?" said X23, still standing in her doorway, not quite ready to go to sleep just yet.

"Kid?" he said, sounding somewhat surprised that she was still up, "What's wrong? Ya need anything?"

X23 was silent for a moment as Logan walked back over towards her, once again feeling many strange sensations overwhelming her system as he drew near. While it hadn't been very long since their paths had crossed, X23 had definitely felt the effects that this man was having on her. She still had no idea why, but she knew it was something that she couldn't ignore. And from the looks of it, Logan seemed to sense it as well.

"Hey…What's wrong?" he asked her upon not getting an answer.

"It…It's nothing," she said, her tone once again becoming low and indifferent to it all, "I just…"

Once again, she paused, unable to get the right words out. She wasn't sure why she was doing this or even what she was trying to say…But there was just something inside her that she wanted to get out…Something she didn't want to hold in anymore.

"Kid…" said Logan, moving in a bit closer as he grew increasingly concerned.

What happened next almost completely blew his mind. In a sudden show of long suppressed emotion, X23 threw her arms around the man whose blood created her and pulled him into a deep embrace, letting out a wave of sobs that she had been keeping bottled up for so long.

Logan didn't know what to do. He didn't even know what to make of all this. But his instincts told him not to fight this. So instead, he embraced it…Hugging her back in a show of compassion that so few ever would have imagined from the big bad Wolverine.

"Thank you…" X23 sobbed, her voice highly strained, "Thank you, Logan."

Although Logan wasn't quite sure what she was thanking him for, he simply found himself smiling back at her as he just held her in her arms and let her vent the feelings she had kept bottled up for so long. Maybe she was thanking him for giving her life…Maybe she was thanking him for being there…Or maybe she was just thanking him for giving her something to hold onto. Either way, it was a gesture he willingly embraced…Taking in this profound moment, knowing that it definitely had a great deal of meaning to the both of them.

"It's okay, darlin'," he found himself telling her as he held her securely in his arms, "It's gonna be okay…"

Something like this had been a long time coming for X23. She had so often been forced to suppress her emotions as a product of Hydra and as a soldier of Shadow Cell. But now, none of that mattered anymore. For the first time, she found herself truly venting. She wasn't sure why she was doing it with this man, but as she felt his arms around her, she was given all the comfort and the certainty that he was there for her…And he every intention of keeping it that way as they both entered what was sure to be a new journey in life.

Yet, unknown to the both of them, their actions had not gone unnoticed. Ororo had also lingered a bit upon sensing that Logan had stopped. But by the time she turned back to see what was going on, Logan and X23 were already in a powerful embrace. It was a scene that both surprised and warmed the former weather goddess, for she could tell that there was definitely something between them. Such a sight made Ororo smile once more, for it was a scene that was sure to leave a lasting impression on the both of them.

She didn't stay to watch for long and soon left, leaving the two former living weapons to their privacy. But as she returned to her room, she couldn't help but think that maybe…Just maybe…Logan and X23 could help each other fill the void in their tormented souls.

* * *

As everything fell silent and the conflict finally ceased, the five mutant soldiers were left in an almost surreal mindset. For the first time in over half a decade, the endless war had stopped. After years of intense training, conditioning, and combat there was finally no more battle to worry about…No more mission to look forward to. Now, they were just a bunch of soldiers without any allegiance…Renegades who had no base to report to. They were ghosts in every sense of the word. They did not exist. They were never even born. They were soldiers of a world that was now destroyed, leaving them with so many unknowns to consider as they contemplated where this new life would lead them.

For Vincent Freeman, it was these very notions that kept him up even as he was finally allowed to rest after a seemingly endless battle. Sleep was the last thing on his mind as he went over everything that had happened to him and his comrades. A mere week ago, everything had been different. A mere week ago at this time, they had been training just as they always had, preparing for whatever mission came next.

Now, there was no mission left for them to train for…No daily rigor to mentally and physically prepare for. That alone was a difficult thing for the young man to process, for he had just grown so used to the life that he couldn't really imagine living any other way. But aside from that, there were still the fresh memories of what had happened with Sinister.

In his mind, he just couldn't stop thinking back to what he had learned about that insidious man. Not only had he been the one behind Prodigy, the horrific project that took so much away from him, but he had used him again in Shadow Cell. He lied to him…Used him…And betrayed him. And the sad thing was…As much as he took away from him as Sinister, he couldn't deny the things he had given him as Dr. Essex.

He and his comrades had placed so much trust in Dr. Essex and after having learned the truth about him…It hurt. It really truly hurt in more ways than any pain they had suffered on the battlefield. For Vincent, it was yet another hard aspect of his life that he was going to have to learn to live with. He had trusted and looked up to that man almost as if he were a father to him. But in the end, it had all been one big lie.

As he lay back in his bed, his uniform still on and his guns and knife safely stashed on the dresser of to the side, he found himself firmly grasping the sword he had taken from the base. Magnum had stolen it when she killed Mr. Kansuke…And he had gotten it back, saving it and the legacy it carried from destruction. He soon found himself thinking back to what this relic meant to him and how Mr. Kansuke had always preached about the way of the warrior when he was still his pupil.

The sword represented a symbol for Vincent in many ways…A symbol that conveyed the hope and legacy of the spirit that he bore within his body and soul. And now that he had it, he felt as though it was up to him to carry on this legacy…If for anything, for the memory of Mr. Kansuke, who taught him how to fight…And for Father Michaels, who taught him how to have faith.

Vincent kept the sword at his side, grasping it for strength. He wondered what he was going to do with it. He couldn't keep it…It belonged to Mr. Kansuke's family. Maybe he would later track down his surviving family or something and return it to them later on, but that was a concern for another day.

At the moment, he was just trying to fight off looming memories of what Sinister had done to him and his friends. Even though he was dead now, he had still left a major impact on his life. Part of Vincent was conflicted about it because if Sinister had been behind Prodigy, then that meant he could have possibly known his real name. But in his desire to avenge the horrors that he had endured and the lives he had destroyed, Sinister had taken that secret with him to hell…Where it was sure to remain for all eternity.

Sinister had taken a lot from him, but now that he was gone there were just so many questions left unanswered. What would happen now that Shadow Cell was no more? How would they fit into this world of lies that they now found themselves a part of? And how would they ever live with the deeds they had done?

Such thoughts kept Vincent wide awake into the night as he simply lay back on his bed, staring off into space. And he probably would have stayed that way all night if he hadn't been jolted out of his daze by the sound of a sudden knock on his door.

"Vincent?" said a voice on the other side that he recognized all too clearly, "Vincent, are you still awake?"

"Wanda?" he said, finding himself sitting up now as he heard the voice of the woman who had helped him through so much, "Um…Yeah, I'm awake. Come on in."

Wanda hesitated a bit before opening the door, for part of her was still stuck on the rules of Shadow Cell, namely the one about not being allowed to visit the others during rest hours. But despite this, she managed to work through such complications and entered the room of the young man that meant so much to her.

"Couldn't sleep either, huh?" she found herself saying as she closed the door behind her and took in his solemn demeanor.

"No…" he said in a deep tone, "I couldn't."

"Yeah…It's a lot harder than it seems," she said as she made her way over to his bed and sat beside him.

Upon feeling her warm presence at his side, Vincent found himself ease up a bit. He was glad she had shown up, for he doubted he would have gotten any peace on his own. Wanda seemed to understand this and could definitely relate, but that's not why she had come to see him. No…This was something much more significant in her mind…Something that she should have done long ago.

"Are you going to be okay?" she asked him, taking his hand within hers and giving it a firm squeeze.

"Can't say…" he found himself saying in response, "Are any of us really going to be okay?"

"Yeah, good point," muttered Wanda, now feeling a bit sheepish at her question, "I guess none of us can really say for certain."

"I know…It's a big adjustment for all of us. We just…Have to adapt, I guess."

"Yeah, but if we can adapt to living in jungles, deserts, and tundra, I think we can adapt to living in a school."

Vincent actually found himself laughing somewhat upon hearing that. When she put it like that, it did seem a bit less daunting given what they had endured in the past. Even though the circumstances were quite different…It still made a point.

"I hope you're right, Wanda," said Vincent as he let out a deep sigh, "But personally…The arctic seems less daunting than this."

"Tell me about it…" said Wanda in agreement, "But we'll learn to manage it…We have to believe that."

"Yeah…We just have to have faith I guess. We just have to believe that there's still something worth hanging onto even though our world is gone and everything is in pieces."

"Something to hold onto…" she found herself repeating, those words triggering a wave of emotions from within.

Upon hearing that, Wanda found herself moving in closer to the young man at her side…Taking such words to heart, for they just entailed so much to her. Thinking back to how they had all endured such hardship together, it was a true testament to their bond as a unit and their faith as a team. But even more than that, it evoked many of the feelings within Wanda that she had long since held back…Feelings that she never thought she'd get a chance to express. But after having fought and survived so many times together…She was through waiting any longer.

"Vincent…" she said, locking her gaze with his, quickly becoming taken by his enchanting, light blue eyes, "We're all ghosts in this world. You, me, Scott, Jean, and X…We're all practically non-existent in every way by physically. And after everything we've been through…Not just with what we went through tonight, but with everything we've endured in general…That…That really says a lot about us."

"What do you mean?" he asked her, quickly feeling drawn by her words and taken by her penetrating gaze.

"I mean…Just look at what we've been through," she said, going through all the memories of what they had experienced together in their mind, "Look at all the battles we won…All the lives we took…And all the things we learned. We were used, manipulated, and betrayed…But at the same time, everything we felt during each one of those challenges was real, honest, and true. Can you honestly say that just because Sinister and Shadow Cell are gone now means that none of that had any significance?"

Such words helped fill in some of the missing pieces that Vincent had yet to ascertain. Yet when he sifted through his photographic memory, recalling so many experiences he, Wanda, and their comrades had faced…He remembered the emotions they all carried into battle…Emotions that were not ordained by protocol, but from within. He could feel it so strongly with him…But he just hadn't been allowed to remember it because of all the pain he felt from Sinister's betrayal. And as he recalled all those old, negated feelings…He quickly found many more coming to the surface.

"Wanda…"

"I…I know our lives are ruined," she went on, her tone becoming increasingly strained, "Our families our gone…Our livelihood is destroyed…And we're all officially dead. But just because it's over, it doesn't mean I want to lose the things that mean the most to me…Things like my friends, my beliefs, and especially…My faith. And…And you…Vincent Freeman…You've always been my faith."

It was finally beginning to surface for the both of them…It was finally beginning to take hold. Years of holding back was finally coming to ahead like a dam that was about to burst. And under the strain, Wanda found herself pulling Vincent into a deep embrace as she lost control of her emotions. Tears were now welling up on her eyes and sobs began to echo through the still air around them…But that wouldn't stop them Wanda finally decided to let go of one thing and embrace something completely new.

"Wanda…Wha…What are you…" began Vincent, but Wanda wouldn't allow him to finish…Not until she let him know the truth.

"Vincent…I don't want to scare you or make things any more complicated for either of us, but…I…I'm in love with you. I'm seriously…Truly…In love with you."

That hit Vincent Freeman more than any bomb, bullet, or explosive mankind could ever create. After all this time…And after holding back for so long…She had told him the truth…She had told him how she really felt. It made Vincent's heart literally skip a beat, feeling as though time itself had just stopped and the universe itself had just come crashing down.

But as he looked back into her tear laden eyes, he found himself smiling warmly…Gently holding her in his arms and taking in the comfort of this powerful moment. She loved him…She really loved him. And as a man who had experienced so much loss in his live…That one feeling of truth gave him more than any lie or illusion in the vast sea of uncertainty that he and so many others lived in.

"Wanda…" he said, gently wiping away her tears with his hands, looking back into her loving gaze with so much warmth and hope, "I'm in love with you too."

"Wha…What?" she said, shocked and overjoyed by his words.

"I've always loved you. You were there for me when I discovered the truth about Sinister…You were there for me whenever the past got too hard to bear…You were there for me in ways I can't even put into words."

Vincent had to stop himself there as he too became choked up by his emotions. Looking back at Wanda, he could feel the depth of their connection. Only now, he was truly beginning to understand it. They were bound not just by camaraderie, friendship, and closeness. They were bound by something much deeper…Something that went beyond the bond that two people share through the struggles and challenges of life. It was more than that…It was love…An emotion neither of them ever thought they'd get a chance to experience…Yet here they were in each others' arms, embracing it in all it's glory.

"Vincent…" she said, choking his name out in a wave of emotion.

"Shh…It's okay, Wanda…It's okay."

And with those words, Vincent Freeman and Wanda Maximoff met in a deep kiss…One that seemed to express everything so clearly. It was a feeling they were sure to treasure now and through whatever challenges that this new life would bring them. At long last, they could finally come clean. At long last, they could finally embrace what they felt without fear, anxiety, or uncertainty.

After their lips finally parted, both Vincent and Wanda lay back upon the bed and slipped into a deep sleep in one another's arms, not knowing where the future was going to lead them, but taking a great deal of comfort in the knowledge and certainty that they would face it together through the love that they would no longer be afraid to share in all it's splendor.

* * *

In the dark room that now belonged to Scott Summers, the young mutant soldier remained as wide awake and conflicted as his comrades. The mission was over…Their jobs completed…Their enemy destroyed…Yet here they were, still living in a world where none of them officially existed. They had faced renegade militias, deadly dictators, and blood thirsty international crime syndicates…Yet they all paled in comparison to what they were facing now. Life…Civilian life…Life without the rigors of the military…Could they really do something like that? Was it even possible for them?

Such questions were one of many things that plagued the mind of Scott Summers, but it still wasn't the biggest issue for him…Not by a long shot. What seemed to stick out most now that it was all over was what he learned about Dr. Essex…Or Mr. Sinister as he would forever be known as from now on. For the longest time, he and the others looked up to him as a teacher and a guide only to learn many years later that he was just using them as his own little pawns. From day one, he was playing them. From day one, he was making them his puppets. And worst of all, this man had murdered his family. This man had been behind the plane crash that still haunted him to this day.

Having been the one who had killed Sinister, Scott was left with many conflicting feelings about that past, present, and future. His lost family still hung so clearly in his mind…Their faces and expressions still so vivid. Yet these were just memories…And he couldn't speak to memories. Sinister had taken so much from him…All because he wanted to control the one thing that could potentially destroy him. In the end, he failed…But as his final words entailed, in many ways he did succeed.

Sinister was no more…Shadow Cell was no more. Yet despite this, they were still Sinister's creations. He had brought them together, taught them to use their powers, and helped them establish a bond that carried them through so many battles. They could never escape the impact this monster had left on their lives…They could never deny the truth in many of the things he had said in his final moments. Now, it was all a matter of moving on from here…And for a team of non-existent soldiers who knew no other life, that was easier said than done.

This continued to run through Scott's head as he lay back on the soft mattress of his new bed, staring up at the featureless ceiling, still wide awake with inner conflict. Then suddenly, he felt a familiar presence in the depths of his mind draw near, which was then followed by a knock at the door.

'Scott…' he heard within his head, 'Scott…Can I come in?'

Knowing exactly who it was, Scott's mood shifted. Even when he was feeling so conflicted, he still managed to take comfort in the one thing that had remained so strong through it all…His love for Jean. They had been the centerpiece for Sinister's plan. They had been his first recruits. And since that fateful day, they had shared a bond that went beyond traditional understanding. And it was for that reason why they knew they needed each other now more than ever.

'Come in, Jean,' he sent her in response.

Without another word, Jean entered the darkened room, closing the door behind her and making her way over towards the bed. Wanting so desperately to feel his warmth, Jean slipped onto the soft mattress right next to him, allowing him to enrapture her with his arms and hold her close in this most difficult of times.

"I was hoping you'd come…" he told her as he held the woman he loved tightly in his strong arms.

"You know there's no place I'd rather be right now, Scott. After everything we've been through…Everything we've endured…Do you really think I could manage not being in your arms?"

That actually got Scott to smile somewhat as he looked down at the beautiful woman that he was so close to on so many levels. From day one, they established a powerful link…One that had grown so incredibly strong over the years. Memories of that moment in the mental hospital when their eyes first met hung strongly in both their minds now that they found themselves in a position like this…Lying in one another's arms.

Yet given what they now knew about Sinister and what had nearly happened to them with that monstrous machine of his, that closeness that bound them so strongly seemed to take on an even greater importance. And now more than ever, they would need the bond they shared to make it through this difficult time.

"So…Where do we go from here?" Jean found herself asking him as she lay atop his warm body, her head resting upon his chest.

"I've been asking myself that exact same question since we got here, Jean," replied Scott with a heavy sigh, "Everything that happened tonight…Everything we learned about Sinister…It just…It hurts…It really does hurt. And I don't know where this is all going to lead us…I don't even know if this is right for us. Sinister just took so many things away from us that…"

Scott found himself unable to finish. After having been trained to be a soldier, emotions were never easy for any of them. Only now, so many conflicting feelings were tormenting them…So much uncertainty was plaguing them. It was pretty much impossible for them not to be taken by what they now faced…For they were not just soldiers anymore…They were also human beings.

"He killed my family…" Jean found herself saying, finishing what she knew Scott had been unable to, "He killed your family. He took them away from us…He used us."

"I know…I know," said Scott as he gently ran his hands through her beautiful red hair, "But he's gone now."

"That doesn't change what he did to us. That doesn't change how he hurt us," said Jean, now struggling even more as feelings of loss and sorrow consumed her, "He was right, Scott…We can't escape what we are. We can't escape what he made us."

"That may be true, Jean…But it doesn't mean we can't take back some of the things he took from us," said Scott, feeling his heart ache as he heard her sobs, "And that doesn't change what we still have…Not just with the others as a unit, but with us as well."

Jean then felt Scott's gentle hands wipe away some of her tears. And from his touch, she remembered that there was still something worth hanging onto in this world…There was still something to live for even though their lives were forever shattered. And she was experiencing it right here at this very moment in the arms of the man she loved.

"Jean…We're going to get through this," said Scott, conveying all the strength he could muster in his strained words, "You, me, Vince, Wanda, and X…We're still a family…We're still a unit. We're going to build a new life here. And I just…I love you so god damn much that I don't want to lose what we have because of the past…I want to build upon it and let it grow so we can make our own future…Our own destiny."

Scott's words were highly strained, but they said more than enough for the both of them. And for Jean Grey, they were all she needed to find the strength…Not just to keep herself going…But to hold onto the one thing they would all need no matter what…Hope.

"Scott…" she managed through her emotionally distraught tone, "I love you too…I love you so much. And I couldn't think of a better way…Or a better life…Then the one we have right here…Together."

"Together…"

And with that one word…Together…Scott Summers and Jean Grey met in a deep kiss. It was tender, gentle, and passionate. This time there were no obstructions…No hindrances…No looming concerns about hiding it. Sinister had taken a lot of things from them, but there was no way in hell he was ever going to touch their love. And regardless of what they had been through, they wanted to hold onto that unbreakable bond they shared…If for anything, for the warmth and comfort it brought to their ever conflicted world.

It was still unclear what the future had in store for the five young mutants that knew no other life except Shadow Cell…But through the bonds that still bound them together and the strength that had carried them through so many battles…They had everything they needed to find their own path…And make their own future.

* * *

AN: Well, there you have it…Shadow Cell is now officially a part of the X-men. The longest night of their lives is finally over. But that's not to say that there aren't troubles ahead for them or for the X-men! There's still the issues with Mystique and that little detail with them not existing. There's still plenty to resolve, so stay tuned to see how it all comes together! In the meantime, don't forget to REVIEW! Send them to me via email or post them on the fanfiction website! Thanks for reading everybody and I wish you all the best!

THE X-MEN AND SHADOW CELL ARE FINALLY ONE! HALLELUJAH! LET US ALL CELEBRATE BY LEAVING A REVIEW!


	50. Dawn of a New Day

**Sinister Soldiers  
Chapter 50: Dawn of a New Day**

****

* * *

In the early hours of the morning at the Xavier Institute, many of the institute residents remained fast asleep after a truly exhausting day…One that had resulted in them gaining insight into a world they wished they hadn't as well as five new students, the likes of whom many still had mixed feelings about. The sun wasn't even up yet as dead silence dominated both the outside and inside of the mansion. The battle against Shadow Cell had left them all so tired and battered that nobody really had any plans to get up for whole day. However, for a few restless souls, even this level of exhaustion couldn't keep them down.

In his room, Logan grumbled in his sleep as he so often did. Most of this was just jargon, but there were some coherent words and phrases. It was something the former living weapon had grown used to over the years. He suspected that it was just an unfortunate side affect of having most of his memory wiped and it was his sub conscious messing with him, but that didn't make sleep any easier as he eventually tossed and turned his way into full alertness.

"Damn…" he muttered as he sat up in his bed, still tired, but unable to sleep, "4 AM and I still can't sleep…Fucking great."

Grabbing a couple of cigars, Logan decided to try and smoke some of his troubles away. Throwing on a light jacket, he made his way out of his room, keeping as quiet as possible as he walked down the halls of the still sleeping residents that he had sworn to protect. Part of him thought it was kind of redundant because after last night, it would probably take a nuclear bomb to wake them up.

But despite this, Logan stayed quiet out of habit as he walked down the darkened stairs and made his way over towards the back entrance that led to a balcony overlooking the pool. However, as soon as he stepped out, he was greeted with a most unexpected sight.

"What the…" he began, but he didn't even give himself a chance to finish as he looked out over the balcony.

Out in the distance before him, standing upon the soft grass just north of the pool were the five mutant soldiers of Shadow Cell…Wide awake, in full uniform, and completely alert. Last night had been the hardest on them by far, yet they were still up as the disciplined, driven soldiers that they were.

They were all doing what looked to be tai chi exercises combined with CQC style moves. They went through several motions, each of which they had learned and perfected over the years and each of which was designed to hone and perfect their fighting skills on every level. Their movements were fluid and synchronized despite their tattered uniforms and it looked as though it were as natural as breathing to them. They were also doing unique breathing exercises coupled with intense focus, which were clearly exercises designed to strengthen the body as well as the mind. They all moved together as one, as if they were all the same body and the same mind. Never before had Logan seen such discipline and dedication.

In addition to their movements, they also had their guns still in hand, which were pretty much as much a part of them as their limbs in their eyes. Their knives were with them as well and occasionally, they took them out to do a quick stabbing maneuver, showing that they still had the soldier instinct that had guided them through so many missions. And holding this whole bit together were the terms and sayings that their drill sergeants had drilled into them like prayers, which echoed clearly through the early morning air for Logan to easily hear.

"Semper fi! Do or die! Gun ho! Gun ho!" they all said in perfect synchronistic as they used the rhythm and sound of those words to help them organize their motions, "I am a soldier! I am a warrior! I fight for my country! I fight for my honor! I will overcome my enemy and kill him before he kills me! I will never surrender! I will never give up! I am a patriot! I am fighter! I am a soldier!"

Logan stood mesmerized by their words and actions as he lit one of his cigars and watched the institute's newest recruits live and act as though they were still in the military. Even after everything they had been through and all the betrayal they suffered at the hands of Sinister, the Colonel, and the organization that brought them together…They still lived in the mind of a soldier.

But from Logan's point of view, it wasn't just out of habit. It was as if these exercises and sayings helped hold them together. It was as if these motions gave them clarity. He saw how distraught they had all been last night. Yet now, as they went through the exercises that had helped make them so strong, it looked as though they were ready to take on every terrorist in the world.

"He who dares, wins! He who fights, triumphs! Nothing will stand in my way! Nothing will keep me from overcoming the enemy! All else is irrelevant! The mission is key! The mission is life! We are soldiers! We are warriors! We are, and shall forever be, Shadow Cell! Defenders of our country! Defenders of our honor!"

And with those final words, the five mutant soldiers seemed to complete their ritualized exercise, once again helping them attain the mindset that had brought them so many victories in the past. However, now that they were no longer with Shadow Cell and surrounded by a new world, such a ritual seemed to have a different context within their young, tormented minds.

Even though they had no schedule or training plan laid out for them, Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 still remained in the world of warriors…Forever bound by the discipline, principles, and virtues that had been instilled on them for so long. Part of them still expected one of their drill sergeants to barge in at any moment and start yelling at them, setting into motion the usual practices that they had grown so accustomed to over the years. Yet it never came. And all they could hear now was silence…Complete and utter silence.

"So…What do we do now?" asked Wanda as she and her comrades took a moment to absorb this strange new feeling of not being bound or regimented by the military anymore, "What the hell do we do now?"

That question seemed to hang over each one of them as they simply looked out over the lake, which was still bathed in moonlight. Normally, this is what they did. This is how they lived. They woke up early, trained, exercised, went on missions, came back, got whatever rest they could, and did it all over again the next day. Every aspect of their lives was regulated from the moment they awakened to the moment they went back to sleep.

There had always been very little down time for them and even during those moments, their actions were still heavily regulated. But now, everything had changed…Everything was different. And after years of living under the whim of the military, it was a lot for their young minds to process.

"I guess…We don't do anything," said Scott as he and his comrades stood silent as they took in the silence around them, "No training…No yelling…No planning…Nothing."

"This is definitely going to take some getting used to," made X23.

"Tell me about it," said Vincent in full agreement, "We've all been living the lives of soldiers for so long that I honestly don't know how else to live. Even with the betrayal and lies…Here we are."

It was a surreal feeling for all of them, not living surrounded by GURSO soldiers and not having every single aspect of their lives regulated. They were civilians now, living life under their will and not the will of others. And while many would have found that many times more appealing, to the five mutant soldiers, it was…Strange, to say the least.

"So what's going to happen next?" said Wanda, still feeling as though her question had not been fully answered, "Usually, this is the part where we learn what we're going to do for the next 36 hours."

"I know. I keep expecting Magnum, the Colonel, or one of our drill sergeants to appear at any moment and start barking orders," said Jean, finding this to be almost too awkward for her.

"And I think that feeling will stay with us for a while," reasoned Vincent as he let out a deep sigh, "I guess…We'll all just have to adapt to this new life."

"Yeah…I know," said Scott in response, not sounding to optimistic about it, "But something tells me it's going to take lot of work to get used to this new world."

Silence once again fell over the five mutant soldiers as they continued to stand out near the cliff overlooking the lake. Logan also continued to watch them, casually smoking a cigar and remaining eerily entranced by what he had just seen. As strange as it was to see a team of soldiers that were still trapped in their military mindset, part of Logan saw a great deal of potential in that. It was only a matter of seeing how they all learned and adjusted to their new surroundings. And if what Logan had seen was any indication, then he had a feeling that they were going to be just fine.

* * *

Down in the institute infirmary, the sterile halls remained silent under the florescent glow of the blaring light. Hank, the resident doctor, had turned in for the night after an exhaustive preliminary physical of the two most heavily injured victims of the mission…Rogue and Mystique. While Rogue was nowhere near as beaten and bruised as Mystique, Hank and the Professor wanted her to stay in the infirmary in case any mal effects from her presence in Sinister's machine showed. She had already passed out from exhaustion on the ride back and was still fast asleep, but luckily…She wasn't alone.

In the room just across from that of Mystique, Rogue had been resting comfortably in a bed on through the night. And sitting in a chair right next to her was a sleeping, Remy Lebeau, who had not left her side the entire time. For the most part, the Cajun had been fairly restless, drifting in and out of sleep, wanting to be awake for when Rogue finally came to.

But eventually, his own exhaustion caught up with him and Remy feel asleep. The gentle hum of the machines that were keeping a close watch on Rogue's condition were the only sounds echoing through the room. And while Hank had assured Remy that Rogue was in no apparent danger, that didn't stop him from worrying. That Sinister character was a real monster and had shown that he had a knack for deception. And if anything were to happen to Rogue as a result of what was done to her, then Remy would never forgive himself.

He was there when she was abducted…He had failed to protect her when it mattered most. That fight with Magnum still resonated strongly in his mind and part of him kept telling himself that if he had managed to keep that crazy gun toting psycho away from her, then maybe things wouldn't have gotten so messed up. But there was no changing that now. The damage had been done and there was nothing more for either of them to do other than to move forward from here.

Remy had been in a deep sleep for a good four hours after having slipped in and out of consciousness at first, but he managed to get what rest he could after such an exhausting night. However, such rest was not to last, for even in his deep sleep, it took only the sound of a tired, gentle voice to wake him up and bring him back to the world of the real.

"Remy…" came a soft, nearly inaudible voice from Rogue's tired form.

Quickly, Remy managed to pull force himself out of his drowsy state as he opened his eyes to see the beautiful gaze of his southern belle laying right before him. And if his eyes were not playing tricks on him…He could have sworn that she was smiling at him.

"Hey dere, cherè," he said, smiling down at her as he placed his hand over hers, which was still covered by her gloves.

"You…You stayed," she said, obviously still a bit groggy from it all.

"O' course Remy stayed," he said in response, "Ya don't really think dat I'd let you wake up in dis cold bed here all alone, do ya?"

That got Rogue to smile as she managed to give his hands a slight squeeze, but her grip was still a bit weak from her exhaustion. It may not have been much, but it spoke volumes to the both of them as they continued to smile.

"How…How's Mystique?" she asked him.

"She's still out cold. But Hank an' de Professor says she should be okay, so don't worry…She's in good hands."

It was still a bit odd to find herself so worried about Mystique after everything she had done to her and the X-men. But with her head no longer wrought with only bits and pieces of coherence and old memories once again coming to the surface, she had something she hadn't had before with her…Clarity. But despite this, she was still in no condition to confront them and she damn well knew it.

However, with Remy by her side, it wasn't all bad. In her mind, he was still the swamp rat that so often flirted with her, but after seeing just how worried he was for her, she was beginning to see that what they had was something so much more.

"Remy…" she managed, once again finding exhaustion catch up with her.

"Rogue?" he responded, seeing that there was clearly something she was trying to say, but not quite able to get the right words out.

"Thank you…Thank you for bein' there for me."

Such words helped warm the young Cajun's heart as he smiled back down at her and rose her hand up slightly so he could give it a reassuring kiss.

"Anytime ma cherè."

"Please…Stay with meh," she said, her eyes slowly closing once again.

"Don't worry…Remy's not goin' anywhere."

And once more, the two mutant youths feel into a deep sleep, taking comfort in the feeling that this was truly the dawn of a new day.

* * *

Across the hall from Rogue and Remy, Kurt had also been drifting in and out of sleep throughout the night as she stayed by the bedside of his injured mother, Mystique. She was still out cold, heavily bruised, and was littered with bandages all over her body. He too hadn't escaped injury, having suffered numerous bruises and an ankle that he had to keep in a cast. But that was nothing compared to what Mystique had suffered. And while he was assured that her shape shifting healing factor would help her recover fairly quickly, it didn't take away from the pain she had been in.

The list had been fairly lengthy…Four cracked ribs, a collapsed lung, internal bleeding, a dislocated shoulder, and numerous bruises and wounds all over her blue skinned body. She had truly been in a world of pain, but she was still alive. While many of the others still remained suspicious, there was just something about her actions that had spoken to him and Kurt couldn't forget that as he went over many of the grim details in his mind.

She had risked everything to save them. She had betrayed Magneto, gone up against Shadow Cell, and fought Magnum to the death. And all along the way, she endured so much punishment…So much pain. Nobody, except for probably him and Shadow Cell, believed her. And even after seeing what she had gone through, he could tell that many still didn't trust her.

But hat didn't matter to Kurt. This was HIS mother. This was the woman who gave him life. Regardless of what she had done in the past, there was no escaping the fact that her blood flowed in his veins. And now that she was here, so broken and torn, it left the young man to ponder where it would all go from here.

He had no idea what time it was or even how long he had been out, but eventually he gave up trying to sleep and found himself simply focusing on his wounded mother. Looking down at all the bandages still riddled upon her body, Kurt couldn't help but shutter at the kind of pain she was in. It was a true testament to her tenacity as a fighter, but it was also a painful reminder of the world she had been a part of.

In his mind, he found himself going over some of the memories of what she had done in the past from when she had tried to recruit Rogue through deception to when she first revealed to him their connection as mother and son. At first, he remembered how difficult it was for him to get around being the biological son of one of the X-men's greatest enemies. It had been hard even looking at the others after that.

But every time he thought back to it, he didn't simply remember the fight that so many of the others held onto…He remembered the words she had spoken and the look upon her face. She hadn't told him out of obligation or out of her own interests…The attack from the Brotherhood could attest to that. But despite the shock of such a revelation, so much had remained unsaid…So many questions had been left unanswered.

But now that she was here, maybe he could finally learn the truth. Maybe she could finally say to him what she had been unable to say that fateful day. And maybe…Just maybe…There was hope for them.

"You vent through a lot of pain for us…" he found himself saying, even though the shape shifter was still clearly unconscious, "But…That didn't even matter to you. Your own vell being didn't even cross your mind."

Kurt then found himself taking his mother's limp hand and holding it gently in his. She may have been out cold, but that didn't mean he couldn't lend her what comfort he could when she was in such great need.

"You helped save Rogue…You helped save me…And you knew this vas going to happen to you. You knew that Magneto vas going to kill you. But you vere there for us…You vere really there for us vhen ve needed it most. And even though so many of the others don't believe you…Even though nobody really trusts you…I vant to be there for you…Just as much as you vere there for me last night. You're still my mother…And I'm still your son…That much neither of us can change. And I promise you…I vill make sure that ve have our chance."

Even though she was still unconscious, Kurt found himself smile as he felt the warmth that was still in Mystique's hand, hinting to him that she would wake up eventually. And when she woke up, they would definitely have a lot to talk about.

* * *

Back in the upper levels, the sun was finally starting to rise over the horizon. It was still fairly dark out, keeping most of the institute asleep for the most part. However, the five mutants of Shadow Cell remained restless. Even after having woken up in the still darkened hours of the morning to do their usual routine that they were so used to, that still didn't set their minds at ease. This was all just so new to them…Not being in the military and having to go through all the rigors that came along with their training. In many ways, it was a great shock to their system. They truly had no idea how to go about their day now. There was no training to worry about or mission to prepare for…So what more was there for them to do?

After having stood out over the lake for a good hour or so, the five mutant soldiers eventually returned to the mansion and went back to their rooms. They didn't know what else to do at this point. They couldn't sleep. Being in the military for nearly a decade had practically trained the need for extensive sleep out of them. And since everybody in the mansion was still so tired from the mission, there was no one for them to associate with…No one for them to turn to for any such clues on how to go about their lives here.

Eventually, they all ended up getting a feel for their new rooms, looking over everything that it had come with and already thinking of ways to organize it, given that such traits had been drilled into them over the years. Overall, the rooms were definitely a step up from the bland, featureless rooms they had back at Shadow Cell that more closely resembled cheap college dorm rooms. For one, there were actually windows to let the sunlight in, the walls were neatly wallpapered, the closets were at least three times bigger, there was actual carpeting on the floors, and the sheets on their bed were actually soft.

Yet despite this new feeling of comfort, it just didn't feel…Right, for lack of a better word. They just couldn't get around the idea that they weren't going to be living the lives of soldiers anymore. Sinister may have used them and the Colonel may have hated them, but they still remembered what Logan told them just before they left the base forever. Everything they had felt…All the pride and accomplishment of having saved so many innocent people over the years…That was still theirs. The pride of being a soldier, a warrior, and a patriot was still with them and it would always be with them no matter what.

But now that they were living at a school, trying to adapt to civilian life again, it would be strange not having that feeling of going out on a mission, carrying out each and every task they were given, and saving the innocent from destruction. Yet at the same time, there was also the desire to take back what was taken from them and rise above that which Sinister had made them into. They didn't want to be tied to the past. They wanted to move forward.

With the sun just beginning to peak over the horizon, Scott continued to lay back on his bed, simply staring up at the ceiling. He didn't even try to go to sleep. Like the rest of his comrades, they just weren't used to sleeping in or having any more rest than what they needed to function. And given their advanced bodies, they required a lot less sleep than the average person and they had gone days at a time with none whatsoever. So instead of sleep, Scott attempted to merely relax his mind, using some of the many techniques they had learned over the years from Magnum and the mind/body specialists that had helped them gain control over their powers.

Soon, Scott found himself in a trance of deep focus as he regulated his breathing and streamlined his thoughts. But try as he might, he just couldn't set his mind at ease. This environment was too different…This whole world was too different. How were he and his family ever going to adapt to something like this?

He was tempted to go back over towards Jean's room and stay with her for a while, but they had both agreed that it may not be a good idea to have the elders catch them together in the same room. But then again, that was still their Shadow Cell mentality talking since that's what they had always done in the past. They didn't know Xavier's policy towards such practices, but they simply did what they were used to…Even if it meant remaining tied to the rules of the past.

While Scott was trying to rest his mind, Logan had decided to get up early after having managed only about an hour more of sleep. And since he already knew their newest students were up, he figured he might as well greet them to show that this wasn't a hostile place that they needed to be weary about. Naturally, he started with Scott's room, which was the first one to the right. And without thinking, he opened the unlocked door and stepped in to see what the young leader was up to.

"Mornin' Cyke, how…"

Then suddenly, before he could even take a step inside, a lifetime of training and instinct kicked in for the young leader and he immediately reached under his pillow and pulled out his loaded gun and pointed it directly at the intruder.

"Hey! Hey! What the fuck!" cursed Logan as he suddenly found himself staring down the barrel of a gun and pushed it out of the way as he stepped in, "What are you doing! Put that damn thing away!"

As soon as Scott's mind caught up with his actions, he quickly ascertained what had happened and lowered his gun.

"I'm…I'm sorry sir," he said, keeping a stoic demeanor as he so often did before superior officers back at Shadow Cell, "I just…It was impulse, that's all."

"Yeah, I can see that. But why the hell are ya keepin' a loaded gun under your pillow? This is a school, kid! Not a freakin' war zone!"

"I always sleep with a gun under my pillow," he answered bluntly, "And so do the others. We've been doing it for years so we could be ready at a moment's notice to face any kind of threat. It was a part of our training."

Logan only responded with a deep sigh. He found himself rubbing the back of his neck as he felt himself so graciously reminded just how complicated something like this would be. They were all still in a soldier's mentality. Their minds just couldn't leave the battlefield because that's how they had been trained. And Logan knew from personal experience that there was no way to truly 'untrain' a soldier.

"Look, bub…" he began, his tone now calmer and more collected, "I know this is a big adjustment for you and your buddies and I know that it's really hard to break old habits, but ya gotta start tryin' at some point. Ya can't treat everything like the military. This is a school."

"Yes…I understand," said Scott obediently as he set his gun aside.

Logan had a feeling that this was only going to be one of many problems when it came to getting these experienced soldiers out of their mindset. And so far they were off to a hell of a start.

"Well, I just came to tell you guys that breakfast is in a few hours and the Prof wants to meet with ya before then. There are still a few things we gotta discuss before we make your stay here official."

"Okay, sir. I'll tell the others," said Scott, knowing he had messed up, but keeping his poise before his new superior.

"Good…Cause I don't wanna start my mornin' by seein' a bunch of guns pointed at me. Just be sure to tell them what I just told you and keep the gunplay to a minimum," said Logan as he made his exit, thinking to himself that he was off to some start today.

Once Logan was gone, Scott fell silent again as he sat back on his bed and took a few deep breaths, feeling a bit overwhelmed with what had just happened. Even with the discipline and drive of a soldier, he just couldn't get himself off the battlefield. He just couldn't escape the life he had embraced for nearly a decade. He knew he and the others were going to have to alter their mindset a bit, but it was sure to be a difficult task at best.

* * *

Later that morning after Scott had relayed the message to the others, the five mutant soldiers of Shadow Cell met in Xavier's office. Logan, Ororo, and Beast were also present, wanting to keep the atmosphere informal and non-threatening. Yet despite this, Scott, Jean, Vincent, Wanda, and X23 kept with their collected, poised demeanor. In their minds, Xavier was their superior officer and out of habit, they kept a respectful stance to show their loyalty and obedience even though this was no longer the military.

They were quiet, focused, and concise…Aspects that Professor Xavier, and the rest of his staff for that matter, weren't used to dealing with. After having managed teenagers for so long, they were just so used to the youthful rebelliousness that they so often entailed. But for these special cases, it was very different.

"Well first of all, I'd like to say good morning to you all and thank you for meeting me at such an early hour," began the Professor in a calm, friendly tone.

"With all due respect sir, we're very used to such hours," said Vincent.

"Yeah, last night was probably the longest time we've been allowed to sleep in nearly eight years," added Jean.

Such information was a bit startling for the Professor and his staff, but he was quick to get around such details as he decided to cut right to the chase.

"Well I hope you learn to take advantage of some of the new freedoms you'll have here at the institute. You must remind yourselves that this is not the military anymore. This is a school and you're no longer required to follow the strict regiment that I'm sure you're all used to. Here, we have scheduled sessions, but we all try to be flexible with them so each student can learn with their best possible aptitude."

"But Professor, we can already control our powers easily," made Wanda.

"That much I am not concerned about," replied Xavier, "You all have already shown that you have a remarkable mastery of your mutant abilities. But at the same time, there are other aspects beyond that of mutation that my school stands for. Here, we not only help young mutants with their powers, we also provide them an education."

"An education?" said X23, finding some of this a bit unfamiliar due to her lack of experience in the real world, "But we have that too. We were all taught standard and advanced academic skills back at Shadow Cell."

"Yes, I suspected as much. But here, it's a bit different. When I talk about education, I am referring to the kind which people pursue for a career, job, or passion. Now I'm sure you all have plenty of aptitude in an academic sense, but I don't believe you've had any real experience in education by choice."

The five mutant soldiers couldn't deny that. Choice was almost a foreign word to them after having endured the Shadow Cell lifestyle. Now here they were with the opportunity to have the kind of freedoms that they so often fought for and defended. But while this did have it's appeal, it was still quite alien to them.

"We've…Never really been allowed to make choices before, sir," said Scott, keeping his tone respectful and poised, "Our whole lives have been dedicated towards the pursuit of mastering the battlefield and all aspects of combat."

"Yes…And to a great extent, I'd say you succeeded in that regard. But now that you're not in the military anymore, you have a chance to go a different route…That is, if you all want to."

"Oh believe me, sir…We want to," assured Vincent, "It's just…I don't think I can ever forget about being a soldier. It's who we are…It's what drives us. And personally, I don't think I could even function without it. I know it may sound a bit strange given what we had to go through and all, but…We are soldiers…Plain and simple."

Such words gave the Professor plenty to think about, for he had absolutely no experience when it came to issues like this. Looking back at them, he could see that they were all still the dutiful soldiers that Shadow Cell had created. They still bore their now tarnished uniforms, guns, and knives as if they were ready to head off into the thick of a war zone. And they still bore the obedient, loyal mentality that had been drilled in them since day one of their recruitment.

In many ways, they were stuck in such a mentality, but part of them still wanted to be stuck like that. They still had their pride and their honor…That much nobody could deny. It was all a matter of effectively using those attributes to help them function in this new life.

"I understand, my boy…" he told them respectfully, trying to sound as though he wasn't talking down to them as a usual officer back at the base might have done, "And believe me, I have no desire to make you forget that which has driven you so hard over the years. I believe that you should always take pride in who you are. Looking back at you now, I can see that you are all still proud soldiers. And I believe you have every right to be proud with everything you have accomplished. You all have saved so many innocent lives and you must never forget that. Even with factors such as Sinister and that Colonel, you should all hold your heads high for that which you have accomplished. It shows that you are truly noble souls at heart…And that is why I believe you deserve help."

It was a bit odd for the five mutant soldiers to hear such praise from someone who wasn't the General or Dr. Essex. And at the same time, it helped lighten their tense demeanor a bit since they had initially been concerned that the Professor would want them to relinquish their title as soldiers now that they were in his walls. Yet thankfully, he was willing to compromise and had no intention of going down the same roads as the stern, demanding officers that they were so used to dealing with.

"Thank you sir, we really appreciate that," said Scott respectfully.

"Think nothing of it my boy. I mean ever word of it. And please…You don't have to address me or any of your instructors for that matter as a superior officer. We are not your superiors. We are you teachers."

"Yeah…We know," said Wanda, "But that's just what we're used to doing. We were always taught to stand with poise and respect before our elders."

"Well then that definitely puts you a step up above some of the others around here," commented Logan with a grin.

"Oh hush, Logan," said Ororo with a slight laugh.

The lightheartedness of their words did help the five soldiers lessen their stiff poise a bit, but they still remained adamant about showing respect and obedience to their new elders. It was definitely a bit awkward for the Professor since he was not used to being seen as some infallible superior to a group of mutant soldiers, but that was just one of the many things that they would have to work around.

"Well in any case, I appreciate and honor your respect," he told them in response with an approving glance, "But don't forget that now you're out of the military, you have new freedoms to enjoy. That means you can go out, socialize, and choose what to do with your time here. Granted, there are rules, but I have great confidence that you will abide by them."

"Of course we will, sir," assured Vincent, knowing just as well as the others that rules would be key for them since their lives had been so strongly governed by them over the years.

"But rules aside, there are still plenty of other formalities that we must handle in order to make the best of your experience here."

Then, the Professor proceeded to take out a few folders from his desk. Inside, there wasn't much except a few papers. But these papers were all blank and had no writing on them whatsoever. They were standard identification papers…The kind that everybody who weren't super secret soldiers had. The five mutant soldiers recognized them clearly and knew their importance, but it was also a bit of a strange sight for them since they were just so used to living as shadows.

However, with the diligent work and vast resources of Professor Charles Xavier, he hoped to help them with that.

"As you all are clearly aware of, none of you officially exist," explained the Professor as he showed them some of the blank papers, "I tried doing a few extensive searches for any personal data of yours from the past that might still be archived, but unfortunately I was unable to find any such information. Each one of you is either listed as dead or never having existed in the first place."

Hearing that was a harsh reminder of sorts, but it was a feeling that they had grown used to over the years. And it was for that reason that becoming official in a legal sense evoked some strange feelings within them.

"I was unable to find any birth certificates, medical records, or any such information. Whatever Shadow Cell did to erase your pasts, they did so with complete and utter efficiency."

"Yeah…That's what they do best," muttered X23, knowing all too well that it was pointless to try and get any real data on them since they worked in the world of black ops.

"Indeed…" said Xavier, not arguing the point, "But aside from what they erased, that doesn't mean that it isn't salvageable. One of the first things I intend to do is create a paper trail for each one of you."

"Sir…I don't mean to speak out of line, but are you sure that's wise?" asked Jean, "If our names suddenly appear in public records, then I'm sure that wouldn't go unnoticed by the government. As far as they're concerned, we're still a national secret."

"Yes, I understand that. I'll just have to work around such issues. I may have to pull a few strings, but this needs to be done if the five of you are to be allowed a chance."

"But sir…Doing that could give the government a reason to go after you," warned Scott, knowing all too well how the government operated.

"That's a chance I'm willing to take," he said confidently, "If you all were willing to risk your lives to save one of my students, then the least I can do is take my chances at returning the favor."

Such words spoke volumes to the five mutant soldiers, who had no idea that this man would be that willing to go out of his way to help them rebuild their lives. They knew that there was a huge risk associated in getting involved with them. For all they knew, the government was still after them, not wanting to let their most powerful unit be lost.

And since the government usually got what it wanted, Xavier was really putting his neck on the line for them. It was a rare show of compassion from someone that they had once deemed a potential enemy. The only other person to even remotely show them the same honest sincerity was the General and they had no idea where he was now. It helped put Xavier in a new light for them. He was a man who was truly willing to help those who could not help themselves.

"That's…Very kind of you, sir," said Vincent gratefully.

"Think nothing of it. You're my students now and as such, it is my job to ensure that you have the same opportunity that everybody else enjoys. That means things like a home, education, and the freedom to aspire to become that which you want to be."

"But…How are we going to fit into a life like that?" asked X23, not knowing if it was possible for them, "We're soldiers. How can we ever learn to live the lives of civilians?"

"That ain't a question anybody can answer right off the bat, kid," said Logan, stepping in with this one, "Soldiers or not, ya still deserve a chance and a choice. Now that doesn't mean that we expect you to know what to do with your lives right at the moment, but we want ya to have everything ya need to pursue it once ya know."

"I'm not sure if we can ever know," said Wanda, not feeling too optimistic about it since she couldn't see herself living any other life other than that of a soldier.

"Hey…Sometimes ya just gotta have faith," he told them, earning him a slight smile from Ororo, "Just take it one day at a time…You'll find what you're looking for."

"Indeed," said Beast in agreement, "For you would be surprised just how many others at this very institute have pondered those exact same utterances…Myself included. But as wise men so often say, even a thousand mile journey begins with the first step."

"Well said, Hank…" said the Professor with an approving glance, "And for the time being, we must simply take it one step at a time. I'll try to get a paper trail, but that means you'll have to lay low for a bit."

"Don't worry…That's something we're all very good at," assured Jean, "Hell, it helped us spy on you guys before."

"That's…Reassuring," said the Professor, feeling surprised, yet confident that they would do what they had to in order for him to do his job, "In addition, I suggest you simply get a feel for the institute. Feel free to explore and I urge you to converse with some of the others."

"Yeah, like that'll be easy," muttered Wanda, knowing they still probably harbored a grudge against them for kicking their asses earlier.

"Yes, it may take a little time, but I have confidence that they'll come around if you simply give them a chance," said the Professor, although he did have a few concerns about how some of the students would handle their presence, "And one more thing, I'll talk to some of the others to see if we can't get you some temporary clothes until we can get you all a new wardrobe."

"New clothes?" said X23, who remembered the issues she had with civilian clothing last time she had to wear it, "Why can't we just stick to our uniforms?"

"Well aside from the fact they look like they've just come out of a shredder, you ain't on a mission and you ain't trainin' for once," said Logan, finding it a tad discerning if this 14 year old girl didn't even know the first thing about dressing like a normal teenager, "As long as you're living civilian lives, you're gonna have to wear civilian clothes."

"He's right, my dear," said the Professor, "And in addition, now that you are civilians and students here, I also ask that you relinquish possession of your guns."

"Our guns!" said Jean in a shocked tone, "Why don't you ask us to cut off one of our arms while you're at it?"

Such words came as a bit of a surprise for Xavier since he didn't know just how attached they were to their guns, but despite this, he managed to stay collected and justify his position.

"Please understand…This is a school. I know you're used to always having your weapons at hand, but we are not trying to maintain an aura of war. And the standard rules of this school stipulates that firearms are prohibited."

Looking down at their guns, which so seldom ever left their side, the five mutant soldiers stood somewhat conflicted. Even though Shadow Cell had used them to such a great extent, they still remained attached to many key aspects that they had been taught over the years…One of which being the importance of firearms.

They had always been very attached to their guns. It was a trait that they picked up from Magnum. And even though it was over, it was still not an appealing thought to relinquish their firearms which had gotten them out of so many jams. But if they were to adhere to the rules of this man, it was not their right to argue.

"I assure you all, I do this purely out of safety concerns," said Xavier, still sensing their reluctance, "Guns may have had a place back at Shadow Cell, but they are not vital here."

"I know, sir, but…Our guns are more than just firearms to us," argued X23.

"Yes, that I can tell. But I'm afraid I cannot make any exceptions when it comes to this rule. Now I'm not saying you have to part with them completely, but as long as you're not in a combat situation, then I simply ask that you allow them to be stored for the time being and we'll discuss their use later on."

The five mutant soldiers still didn't look too enthused about it, but then again this was Xavier's school and these were his rules. And like it or not, as long as they were here, it was their duty to obey him. Even though they were still deeply conflicted, many traits of the military were clearly still with them and there were some of those were traits that they didn't want to let go of.

"Well…What about our knives, sir?" asked Scott, who didn't like the feeling of being completely unarmed since it was such an alien feeling to him.

"For now…I'll let you hang onto them," answered Xavier, seeing that they were all clearly still very militarized, "This is a process and we must take it one step at a time. Just consider this one step of many and I'm sure we'll work things out in the long run. But for now, I think it would simply be best if you explore on your own for a while. Get a feel for the institute, talk to the others, and try not to remain too closed to the new opportunities here. It's not Shadow Cell, but all I ask is that you give it a chance."

Scott, Jean, Vincent, Wanda, and X23 still had no idea where they were going to go from here or even how they were going to fit in at this place. It was just so alien to them…Not living a life of regulation, training, and strict obedience. They just weren't used to stuff like that. But if they were going to try and build a new life here, they were going to have to make an effort.

"We'll try, sir…On our honor, we promise you," said Scott after a brief hesitation.

"Thank you…" said the Professor with an approving grin, "In that case, simply leave your guns on my desk on your way out and feel free to explore for the rest of the day. And if need be, I'll ask some of the others to lend you a change of clothes. I'll keep you posted on my progress, but for now, take this time to adapt."

The five soldiers lingered a bit since they still hadn't been dismissed, but a nod from Logan confirmed that they were free to leave. And as he had asked, they obediently left their guns on his desk…However, not without some major hesitation. Leaving without their guns was like leaving without a part of themselves, but they did it anyways…Hoping they would learn to manage.

"I better get the twins back exactly like I left them," said Wanda, showing just how much she cared for her weapons.

"Don't worry…I assure you that they'll be safe," said the Professor.

"See that you do. These things mean a lot to us," said X23 as she reluctantly left her three treasured firearms that she had so meticulously handcrafted with her own blood, sweat, and tears upon his desk.

And with that, Shadow Cell silently filed out of his office, leaving the four adults with a pretty good idea of just how far they had to go with these five. And if what they saw was any indication, they had a long road ahead of them.

"Well that was must certainly a peculiar episode," commented Hank, "They are still very much stuck in the mindset of a soldier."

"Kind of comes with the package Hank. Once ya train a soldier to kill, it's hard to untrain em," said Logan as he picked up a few of their guns and had a look at them.

"I most certainly wouldn't argue that point my friend. But I did find it somewhat odd that they wanted to hold onto many of the creeds that Shadow Cell had taught them. Not to mention, they seemed a bit overly attached to their firearms."

"Obviously you don't know dick about soldiers, Hank," he said as he held up one of Scott's guns, "If you did, you'd know that every soldier develops a major connection with their weapons. Whether it's a sword, a tank, or in this case, a gun, it becomes a part of them pretty much to the point of them seeing it as another limb."

"Well I certainly hope that such a mentality won't affect them too much," said Ororo, still harboring plenty of concerns about the young mutants that had once been such powerful killers.

"Oh I don't know…That mentality isn't something they want to let go of and after seein' the kind of shit they've endured, I don't blame em. But personally, I can see some advantages to it. Did ya see how they were acting?"

"Yes, they were quite obedient and respectful. I suppose that also comes along with a military mentality of strict unquestioning adherence," said the Professor as he began to ponder the matter.

"Add to that, they still clearly think you're their superior officer, Chuck," grinned Logan, knowing that much was still slightly lost on him.

"I know, Logan. That's something we'll just have to work on."

"Well you can't deny that it definitely has it's advantages, Charles," said Hank, who was beginning to see what Logan was getting at, "After having dealt with plenty of rebellious youths here at the institute, it would certainly be a nice change to have a group that takes the rules so seriously."

The wheel chair bound man thought of that for a moment and did that there were some aspects of their mentality that would definitely help with things in the long run. He knew from day one when he started this school that he would be dealing with unruly teenagers of all sorts, but these five were in a completely different league. Their whole lives had been structured on strict, unyielding obedience and absolute loyalty. Choice was never a part of it. And having students like that at his institute could provide a good example for the others to some extent. But there were still a few issues to it that he felt had to be resolved.

"Yes, I see what you're getting at my friend. But as easy as their unyielding loyalty may be, I do think we need to push for a little balance. I want them to start making choices for themselves again and I want them to reside here on their terms just as much as mine. And besides, I don't think I am officer material."

"You sell yourself too short sometimes, Chuck," made Logan as he picked up Wanda's gun and continued to grow increasingly fascinated by them, "And regardless of what ya may think about them bein' soldiers and all, ya gotta admit they sure take it seriously. I mean, just look at these guns. They really say a lot."

"What do you mean, Logan?" asked Hank, not knowing enough about firearms to see what he was referring to.

"Oh come on, Hank! These things are just as much a piece of art as they are guns. They all look like they handcrafted these things on their own. The grips are modified to fit their hands, the feed in mechanisms have duel reinforced springs loaders, the weight to clip ratio is perfectly balanced, each firing mechanism has double boron compensator, the barrel is pure adamantium with a hairline rifling, the triggers hammers are all customized, the firing chambers are polished to a mirror shine, and they even added groves so they could hold their knives to it."

"Hmm…No wonder they were reluctant to part with them," said Ororo, somewhat astounded by all the details Logan had just listed, "They even marked them…Kind of like what warriors back in Africa did with their weapons."

"Can't say I'm surprised," said Logan as he held one of the guns up in a standard ready mode, taking note of the feel, "Either way, this shows just how good these kids are when it comes to bein' a soldier. It's as important to them as this school is to us."

"Indeed…" said the Professor as he leaned back in his chair and pondered where they would go from here, "And for that reason, I feel we must nurture that part of them every bit as much as we should nurture their adjustment. It's clear that they have no desire to part with the warriors within them. And because of that we may need to do a little adjusting ourselves in order to accommodate them."

With plenty of challenges ahead of them, the Professor and his close associates clearly had their work cut out for them. It was sure to be a long, hard road for them just as much as it would be for Shadow Cell. They had never had to deal with soldiers as students before, but as with everything they had endured so far with this school…They would learn to adapt.

"So do you really think that they can learn to fit in here after everything they've managed in the course of their lives?" inquired Beast.

"That remains to be seen old friend," said the Professor, who couldn't help but wonder just how these former soldiers would learn to live in a world without the military, "But I do believe that I can be certain of one thing…It will be an interesting journey for all of us."

* * *

AN: The first day is always the hardest, isn't it? Shadow Cell is still stuck in a place they can't get out of. They may be X-men now, but in their hearts, they're still soldiers. How is that going to affect life at the institute though? Can they really learn to adapt? Stay tuned to see where they go from here! And don't forget about Mystique! Her fate is still undetermined as well! There's still more to come and I hope you all enjoy where I take it! But in the mean time, I urge you all to REVIEW! Send your comments to me via email or post them on the fanfiction website! Thanks for reading everybody and I wish you all the best!

COME ON FOLKS! SHOW THAT YA GOT SOME FANFICTION SPIRIT! REVIEW!


	51. Friends or Enemies?

**Sinister Soldiers  
Chapter 51: Friends or Enemies?**

****

* * *

As morning began to set in, many of the students who had been in the fight against Shadow Cell continued to sleep and recuperate while others managed to get up. Those that had suffered injuries during the first battle with Shadow Cell had recovered for the most part and were now up and about. But for some, they didn't even know nor care that it was morning.

For Kurt Wagner, he was still drifting in and out of sleep as he remained by his mother's bed side. Hank had been in earlier to give her a check up and overall, his prognosis was good. But despite this assurance, Kurt wanted to be there when she woke up. He had little doubt that she would need it and didn't want to give her any reasons to up and leave them again. And for that reason, he continued the ongoing battle between exhaustion and restlessness.

"Kurt?" came a familiar voice that finally jolted him out of his state.

"Kitty?" he groaned in response, immediately recognizing the new presence and attempting to rub the sleep out of his eyes, "Vhat…Vhat time is it?"

"Eight in the morning," she answered, making her way over towards him with a small tray of food in hand, "You've been down here all night."

Upon hearing that, Kurt tiredly rubbed his head in an attempt to get the sleep out of his eyes. He still felt very much exhausted with his mind groggy and his head a jumbled mess. His body was practically screaming for sleep and to Kitty, his face showed it. She couldn't help but cast him a sympathetic gaze as she looked back over towards his wounded mother, feeling so sad for him that he had to deal with this along with Rogue.

"I brought you some food," she said as she set the tray on a small table beside him.

"Thanks Kitty…But I'm not really hungry."

"Kurt Wagner not hungry? I don't believe it," she said with a grin, hoping to lighten the mood a bit.

"Ja, I know…I know. Call a doctor, the human garbage disposal doesn't vant to eat."

His tone was still very melancholy and he didn't even make eye contact with the tray of food. Normally, the smell of freshly made bacon, eggs, and pancakes sent him into an eating frenzy…But not this time. Kitty, and the rest of the mansion for that matter, knew all too well that it took a lot for Kurt to negate his usual intake of food. And given the circumstance, she could hardly blame him for this one.

He looked so lost…So distant. She remembered that moment on the plane when she confronted him about Mystique's actions and in her eyes, it was pretty clear that he had not quite resolved his lingering issues with it. And for that reason, Kitty wanted to do what she could for her friend.

"Are you going to be okay Kurt?"

"Ja…I'll be fine," he said, but it did little to convince Kitty.

"Want to talk about it?" she asked as she pulled up a chair and sat next to him.

Kurt let out a deep sigh as he once again took his mother's hand within his. He finally managed to shift his gaze towards Kitty's comforting blue eyes. She looked so worried for him…And rightfully so. With a heavy heart and a conflicted soul, he had honestly never felt this lousy before. And once again, he found himself opening up to the young woman who had a knack for reminding him of his faith

"I…I just can't stop thinking about it," he said, looking back towards his wounded mother, "I mean, now that she's here…Vhat going to happen to us? Nobody trusts her. Nobody here even believed her vhen she came here hoping to help Rogue."

"You're worried she's going to leave again, aren't you?"

Kurt managed a slight chuckle upon hearing that, for Kitty definitely had a knack for perception when it came to the core issues. It was just one of the many things that made her so easy to talk to…Especially on a subject like this.

"I'd be lying if I said I didn't, Kitty. But it's not just because she's my mother."

"Then why?" she asked him in a sincere tone, "Why are you beating yourself up so much with this?"

"Kitty…Look at her! She…She nearly died for me. She saved my life vhen Magnum had me at her mercy. She endured Magneto's torture her for betraying him. She risked everything for us. And…I just can't help but think that…That she knew vhat vas going to happen to her. She didn't stop and think for one second about the pain she vould inflict upon herself by helping us."

Kurt was forced to swallow the hard lump in his throat as Kitty gently ran a hand down the side of his fuzzy face. Her touch definitely helped to make him feel a little better, but he was still so dazed and confused about this whole thing. He honestly didn't know where things would go from here and that really hung strong over his weary mind.

"I just…Vhen I think about her leaving us again, I can't help but think that she'll never come back. I mean…Vhat if Magneto tries to come back and finish vhat he started? Vhat if another enemy from the past hears about her and tries to do the same?"

"Is that why you're down here?" she asked, "Is it because you're afraid she'll leave again and end up dead this time?"

"Ja…I suppose that's the main reason," he said with a deep sigh, his head hanging low from exhaustion and inner conflict, "But…Even if she does leave us again, I vant to at least say goodbye to her this time."

"But do you really want her to leave?"

Kurt found himself once again looking back towards his mother, trying hard to search for the answer to that same question he had been asking himself all night. He was no closer to finding it than he was when he first got here and he was beginning to wonder if he would eventually find it before it was too late.

"I guess that's another reason vhy I feel so lousy…" he conceded, "Because I honestly don't know, Kitty. I really don't know if I'm ready to accept her as family again."

"Hey, this is, like, a big issue Kurt. You can't expect to find all the answers right off the bat."

"But…Vhat if she leaves me again? Vhat if she leaves before I find the answer and it's too late to do anything about it?"

"Kurt…You can't keep dwelling on things like that," she said, once again running her hand down the side of his tired face, "The more you torture yourself about it, the harder it'll be to find what you're looking for."

"I know, but…I just…Part of me vants us to be a family. But another part of me doesn't vant to be abandoned again. I…I really don't think I can go through it again."

Kurt quickly became choked up by such words, prompting Kitty to pull him into a comforting embrace. It was the only gesture she could think of at the moment to help him in his time of need. Such an act spoke volumes as Kurt willingly embraced it. Knowing she could never truly understand how he felt about something like this, she simply found herself doing whatever she could to make her concern for him known. And maybe…There was more to it than either of them was willing to let on at this point.

"It's okay, Kurt…It's okay."

"But…Is it really possible?" he said, reluctantly easing the embrace, "Can ve really be a family again?"

Kitty thought for a moment about his dilemma, but there were just so many things that she couldn't empathize with. She would never know how it felt to deal with something like this. She would never know the kind of pain Kurt felt every time he thought about where he had come from. But if being an X-man had taught her one thing over the past few months…It's that the best thing to hold onto when the going got tough was hope.

"I really can't answer that for you, Kurt," she said, casting him a warm smile to help ease his inner turmoil, "It's not up to me really. I guess it really boils down to what Mystique chooses. But even though I can't give you an answer, I do know this…She is still your mother. And after what we saw her go through last night with all the animosity, mistrust, and danger…She really does love you. Whether or not she stays is one thing, but I know for certain that she really does love you. And that's something I don't think you should ever forget."

It took a moment for her words to run through Kurt's mind, but eventually he managed to smile back at her as a result. It was a smile that warmed Kitty's heart, for it signaled to her that she had said what needed to be said. And for Kurt, he was deeply grateful.

"Thanks Kitty. That really means a lot."

"Hey, anytime fuzzy," she said, giving his fur one last little tease before she got up from her seat and prepared to make her leave, "Just promise me you'll eat something and at least try and get some rest."

"Don't vorry…I'll try," he said, even though he knew sleep was going to be a challenge as long as his mother was still out cold.

"See that you do, Kurt…Because I'll be back down here to make sure of it."

Then, just before she left, she gave Kurt a slight kiss on the cheek. Almost immediately, half the blood in his body ran up to his face, but that only caused Kitty to smile more as she left Kurt with his mother, hoping things would work out with them in the end.

A smile didn't leave Kurt's face even as he sat back down in the chair next to his mother's bed and felt around the area where Kitty's lips had touched. It was just what he needed in a time such as this and he was deeply grateful that she was there to support him when he needed it. It was a testament to how close they were. And in many ways, they were a lot closer than either of them ever could have imagined.

Then suddenly, while Kurt's mind was still trying to process what had just happened, a raspy voice escaped from the injured body of Raven Darkholme.

"You really like her, don't you?" she said, nearly shocking Kurt to the point of a heart attack.

"Vhat the…Mother!"

Kurt's eyes widened as he watched the bruised and battered body of the blue skinned shape shifter stir from an unconscious state. It was clear that she was still in a lot of pain and was still fairly groggy from the medications, but she was awake none the less.

"Oh my…Are…Are you okay? How…How much of that did you see?"

"I saw enough," she said, managing a smile despite the pain, "And I heard enough as well."

Kurt felt a bit strange upon hearing that, for it basically said everything he was hoping to tell her when she woke up. But since she had heard it, there was no need to go through it again. A part of him was still very weary about their future together as mother and son. He already had a foster family that loved him and that he loved back. So just what kind of relationship could develop from such circumstances?

It was an uncertain dilemma, but thankfully, the smile on Mystique's face said enough to set such anxieties at ease.

"You really stayed here with me all night?" she asked, her tone showing a level of emotion Kurt had never heard before.

"Ja…I…I vas afraid that if I didn't…You vould leave me again."

Looking back into the yellow shaded eyes of the boy she had once dropped in a river all those years ago, Raven Darkholme felt something at that moment that she couldn't quite put her finger on. Maybe it was all the old maternal instincts she had negated over the years. Maybe it was because of all the pain she had endured for him as well. But whatever the reason, they were here now…Mother and son…Together. It was a moment that was long overdue for the both of them, and it was definitely a moment neither of them wanted to squander.

"I'm not going anywhere, Kurt," she told him, managing to give his hand a gentle squeeze despite her weakness, "I promise you…And Rogue for that matter…I'm not going to leave you again. I've been running from this long enough. I think it's finally time I make up for all the time we missed."

Upon hearing that, a slight tear formed in Kurt's eye. And all he could do after that is draw the woman who gave him life into a gentle embrace. It was a gesture that surprised the heavily wounded shape shifter, but it was one she eagerly returned. It was still unclear how their lives would change from this day forward. But for a moment, she set such thoughts aside, simply sharing a moment with her son that she should have shared with him so long ago.

* * *

Up in the kitchen, Ororo had already begun making breakfast. However, the amount she had to prepare this time was only half of what she usually made since so many of the others were still resting and recuperating from the mission. So far, the only students she had seen up besides Shadow Cell was Kitty, but with the New Mutants starting to stir and activity on the upper levels already starting to grow, she had a feeling they would all be hungry to say the least. Even after so many dramatic changes over the past few weeks, it was still necessary to maintain some sense of normalcy and part of that just happened to include the usual breakfast buffet.

With Hank checking on Rogue and Mystique and Logan and the Professor hard at work trying to create a paper trail for their new students, that left the ground level fairly inactive as Ororo tended to her usual cooking duties. Kitty was there to help her, but thankfully she didn't do too much actual cooking. And at the moment, she was downstairs with Kurt, so she didn't have to worry too much about her usual kitchen mishaps. But Ororo still couldn't help but find it remarkable that a girl as smart as Kitty just couldn't seem to develop decent culinary skills.

As Ororo finished another batch of bacon and prepared to tend to the eggs, she was suddenly greeted with a new presence in the kitchen. A smile then formed on her face as she turned to see that it was none other than the five mutants of Shadow Cell, still wearing their battle scared uniforms. And from the looks of it, the smells of her cooking seemed to have been the driving force for drawing them in.

"Ah, there you are," said the former weather goddess as she greeted the five young soldiers, "Are you five hungry? I've made plenty to go around."

"Well, it has been nearly a day since the last time we actually ate something," said Jean as she found herself immediately taken with the smells.

"A day? Well then I guess that means you'll just have to compensate," replied Ororo with a smile.

The five mutant soldiers took a moment to sample some of the stuff that Ororo was making. It was an unfamiliar sight to them, seeing so many different foods with such differing taste, smell, and texture. For over half a decade, they had been used to eating specially formulated gruel and rations. And to be in the presence of so many choices for a change was definitely a new feeling.

"Wow…Real bacon," said Scott, not believing his eyes as he took in the scent of a dish he had long since forgotten about.

"I know! I can't remember the last time I even saw stuff like this," said Wanda, picking up a couple of strips and eagerly biting into them.

"Yeah, me neither," said Vincent, who quickly joined them.

Ororo couldn't help but laugh a bit as she saw them eagerly sample that which they had missed out on so much over the years. In many ways, it made her feel sorry for them since it really showed just how much they had been denied in their short lives. And if this was how they acted around a simple breakfast, then it was abundantly clear that there was plenty that they had yet to experience.

"Wow…What's this?" asked X23 as she looked at what Ororo was making, "It smells really good."

"Scrambled eggs," she answered with a smile as she scooped them onto a plate, "Here, try some."

X23 looked at the strange concoction as if it were some alien goop, but when she put it in her mouth, her eyes quickly widened in surprise.

"Hey…That's really good!"

"Well feel free to have some. There's plenty to go around," said Ororo as she watched the former living weapon eagerly take the plate and dig into her first meal in over a day.

"Mmm…Thanks. This stuff is definitely a step up from the rats we had to eat at that warehouse."

"Tell me about it," said Jean as she put some pancakes onto a plate along with some eggs and bacon, "And this time, it's actually cooked."

"Yeah…Sure beats the hell out of the old gruel back at the base," said Scott, sampling some of the eggs as well since he hadn't tasted them in over a decade.

"No argument here, man," said Vincent, who quickly took a liking to the pancakes, "Even with my memory I guess I've kind of forgotten just how good this stuff is."

"And you're telling me that this is how civilians get to eat?" said X23, already halfway done with her eggs.

"Well you do here," said Ororo, who couldn't help but find some of their banter amusing, if not also a little disturbing with the mention of the rats.

"Damn! I could definitely get used to this!" said Wanda, using her hunting knife as a utensil since that's what she often did on the battlefield with her food.

Then, as the mutant soldiers continued to enjoy their first meal as civilians and students at the Xavier Institute for Gifted Youngsters, a few of the New Mutants, namely Ray, Roberto, Amara, and Jamie, finally made their presence known. But unfortunately for them, they were in for a rather rude awakening.

"Hey Ororo, so what's on the menu-oh my God!" yelled Ray as he literally jumped back at the sight of the five mutant soldiers that had stormed the institute earlier and kicked their collective asses.

"Holy shit! It's them!" yelled Roberto as he instinctively powered up, "Get the Professor! They're back!"

Almost immediately, Shadow Cell took a defensive stance as they had been trained to do so ardently over the years. While they didn't have their guns, that didn't mean they couldn't fight and so much of their soldier instinct integrated into their being, it really didn't take much thought for them to get into full defense mode. But thankfully, Ororo was there to stop the whole ordeal before things got too heated.

"No, wait! It's okay! They're okay! They're students now!"

That revelation was almost as shocking as seeing the five mutant soldiers again and naturally, they didn't want to believe it.

"What! You can't be serious!" exclaimed Amara, backing off slightly and keeping her powers ready for use.

"Nope, she's serious Princess," said Jean in an indifferent tone, "We're you new house mates."

That left no further room for argument as the bewildered New Mutants remained vigilant towards the five soldiers. The tension in the air was thick, like the calm before a storm. And yet, that was all

"No…No way!" said Jamie, still reeling from the attack, "Ororo, these guys are killers! How can the Professor let them in?"

"Hey, we let you live, didn't we?" shot Scott in response, "There are over fifty ways we could off you guys right here and now that doesn't even involve using our powers, but we aren't going to and we have no intention to."

"Yeah, and besides, if we really wanted to kill you guys, don't you think we'd have done it already?" said Vincent logically.

His words were far from comforting. The thought of living under the same roof as these young soldiers was far from appealing in their minds since many of them were still reeling from the injuries of their first attack. Shadow Cell didn't want to fight them, but the longer this went on, the more likely that possibility seemed. But for Ororo, this was as far as she was going to allow it to get.

"Enough!" she said, using her powers to create a gust of wind between the two groups, "Both of you, stop this!'

Almost immediately, the five mutant soldiers eased their guard in accordance to their orders, a trait that they still harbored from their training. However, the New Mutants weren't as inclined to follow, but that didn't worry Shadow Cell too much. After all, it wasn't like they couldn't take them.

"Yes, they are students now. And yes, the will be living here from now on. And as such, there will be no fighting. Is that clear?"

"Ma'am yes ma'am!" said the five mutant soldiers in perfect unison.

The New Mutants remained reluctant to let their guard down, but with Storm's commanding tone, they finally eased up. But this did not lessen their concerns by any stretch of the imagination. They were still very weary about these five newbies that had already made no qualms about their aptitude to kill. But for now, they would not fight them. After all, it wasn't like they had a chance.

"Dude, that's it! I'm sleeping with my door locked from now on!" said Ray.

"We've blown up Russian missile silos and infiltrated Dr. Doom's palace in Latveria," quipped Wanda, "Do you really think a lousy door would stop us?"

"Wanda, I don't think that's helping," made Jean in response.

"Hey, I'm just saying, that's all."

"And you're doing a hell of a job," muttered Amara as she and the others turned to head back upstairs.

"Yeah, good morning to you too jerk off," shot X23 in response, her mood noticeably sour.

Once they were gone, the five mutant soldiers were left to finish their breakfast, although they were a bit less optimistic about this place now that they had seen the lingering animosity that still existed towards them. It wasn't like they could blame them, but that didn't mean they didn't deserve the benefit of the doubt. After all, it wasn't their fault one of their missions was to infiltrate this place. It's what they were ordered to do. And as soldiers, they always had to follow orders.

"Well this morning WAS going okay," muttered Wanda.

"Give them time, child," assured Ororo, "They'll come around. They just have to get used to the idea of not seeing you as enemies."

"Well from what we know about them, they are a little stubborn to say the least," said Scott, remembering some of the data they uncovered about everybody at the institute during their reconnaissance mission.

"I certainly wouldn't argue that, but it's up to the both of you to give one another a chance."

"Yeah, we know…" said Vincent with a sigh, "But I don't think the memory of the ass kicking we gave them earlier will go away anytime soon."

"And I wouldn't expect it to," made Ororo, "But that's because they don't have many other memories of you other than what they know. And it's up to you to make sure that they have better memories in the long run. It's all a matter of how you take each step."

Ororo's words were wise, showing that she was a remarkable woman of understanding when it came to both sides of a conflict. It was something their reconnaissance never could have picked up on, yet it seemed to tell more about her than anything else they had gathered. Her warm, welcoming aura was a nice change for the five mutant soldiers, who had been so used to cold, heartless officers for so many years. And if this was the woman they would adhere to from now on…Then so be it.

"We'll do our part, Ms. Munroe," affirmed Scott, "You have our word."

"Then that's all I need to hear," she said with a warm smile, "And please, call me Ororo."

"Sorry…Ororo," corrected Scott, still unable to break out of that respect mentality that he had always held for his elders.

They continued to eat their breakfast while Ororo finished up the last few batches of eggs and bacon. It was somewhat remarkable that despite their appetite, they didn't necessarily eat all that much. And furthermore, they didn't stuff it down their throats like certain students of the institute. They were still very much tied to their soldier-like demeanor and showed few inclinations to forget it.

For the former weather goddess, it was quite a change having five students that were so poised and obedient to their elders and so strict about adhering to virtue. In many ways, they reminded her of the noble warriors back in Africa she so often heard stories about. And looking back at them, they truly seemed to embody every one of those honorable traits that she so deeply respected.

"So…What else to people do around here?" asked X23 as she used her claws to pick up one of the last pieces of sausage, "What's our schedule?"

"Well except for danger room sessions and school, we don't necessarily have a schedule. Students around here are free to do as they please as long as they don't wreck anything…Which, mind you, tends to happen a lot around here."

That got the five soldiers to laugh a bit, but it was still so strange for them not having a schedule to adhere to or protocols to dictate the manner in which they went about their day. There were no officers, no drill sergeants, and no GURSO soldiers watching their every move. In some ways, they still acted as if their every move was being watched and monitored at every corner. That feeling was sure to stick with them for a good long while, but they would eventually work through that. After all, it wasn't like they didn't have the time and capability from now on.

"So then…What do we do? We're not exactly used to this," asked Vincent.

"Yes, I understand," said Ororo with a warm expression, "But give it time. You'll find your place here. I have all the confidence that you will. Just don't be afraid to take chances, explore new things, and meet new people."

"Um…Thanks Ms…I mean, Ororo," said Wanda, quickly correcting herself in mid sentence.

"Think nothing of it. That's what I'm here for," she said as she scooped the last batch of eggs on the buffet table for all those who managed to drag themselves out of bed, "Oh, and if you all are done, I was hoping that maybe we could get you into something a bit more comfortable than those uniforms of yours. And if you'd like, I'm sure you'd all like to have a shower and wash up as well."

"The shower sounds nice, but why our uniforms?" asked Jean, "I thought you said we'd have to go out and buy new clothes later on."

"Don't worry, we'll get around to that," she assured her, "But in the meantime, let's get you into something a little more…Appropriate for students."

* * *

Naturally, selecting new clothing wasn't something that the five mutant soldiers of Shadow Cell were used to since they had always been told what to wear. They only thing they had left from their previous lives was their uniforms, which were already somewhat tattered and torn from the aftermath of their last mission. However, they would patch those up later on when they got a chance and Ororo also said that they would be allowed to use them as a template for their new X-men uniform. But that would come later. Now, it was just a matter of trying to adapt to this new civilian mentality.

Overall, the selection of clothing they had was somewhat limited. Scott and Vincent only had clothing from Remy and Warren to choose from, but many of Warren's shirts had holes in them for his wings and Remy's shirts tended to have unwanted decals on them that said things like 'chick magnet,' 'booty inspector,' and 'New Orleans Native' on it.

The girls didn't fare much better since the only woman who fit Jean and Wanda's size was Betsy and Rogue. And for Jean, many of Betsy's clothes were a bit too…Provocative for her tastes. Things like thong underwear, halter tops, and low riding jeans were not styles that she was familiar with. Rogue's gothic sense was also a bit of a turn off for them as well, but Wanda managed to find some stuff that worked.

For X23, however, her more petite stature didn't leave her with many options. The only one who really fit her was Kitty, and many of her clothes were just too bubbly for her tastes. Amara also had some things for her, but they were just too loose since she was so accustomed to wearing skin tight outfits.

Eventually, the five mutant soldiers managed to find a small combination of stuff they could wear up until they had a chance to buy new stuff suited for them, but that would have to wait until later when they had a paper trail that made it safe for them to go out in public. In the meantime, they would just have to make due with what they had…And since they had been trained so ardently to adapt over the years, they had all the necessary skills to make the best out of this new situation.

After selecting their clothes, the five mutants split up and began exploring the mansion for a while, but not without taking extra precaution not to run into anybody just yet since they didn't want a repeat of what happened in the kitchen. There were plenty of places within the institute to explore, almost enough to get lost in. But they managed to develop somewhat of a feel for the overall layout and format of the place, their old infiltration skills coming in handy with that.

But after a while of exploring, they eventually settled and a few of them took the time to wash up and clean out the dirt and grime that had accumulated on their bodies from nearly a week of non-stop activity. They were all noticeably enthusiastic about the prospect of private showers since they had been accustomed to having GURSO soldiers watch them every waking moment while they bathed in plain sight of one another and since most of the institute was still out cold from exhaustion, they used the time they had to clean themselves off a bit. But for some, this new freedom offered 'other' benefits.

In one of the bathrooms not far from the end hall where Shadow Cell was staying, Jean had decided to spend a bit more time than needed under the hot, steamy torrent of water, simply letting it relax her tense body and mind from all the stress she and her comrades had faced over the past few days. Her mind was wrought with thoughts of Sinister, Magnum, the Colonel, and the revelation about her family and the hot shower helped her simply relax a bit from it all despite how painful it had been.

At first it felt a little strange not having guns pointed at her while she showered. Back at Shadow Cell they were given a limited number of toiletries to wash themselves off with and had a limited amount of time for which they could spend bathing since they didn't want it waste any spare moments they could spend training.

Now, here in the Xavier Institute, she could spend as much time as she pleased under the warm torrent of water and she had more toiletries at her disposal than she knew what to do with. She didn't even know what the hell conditioner was or why it was necessary. Plus, some of this so called 'skin care' body lotion seemed a bit strange. But aside from the new features of showering that she was now free to take advantage of, Jean was really enjoying having a nice long shower. It felt good…Really good to finally get a chance to relax.

Then suddenly, while she was just letting the water cascade down her naked body, she sensed something through her link with Scott.

'Jean…Jean are you still showering?' he sent to her through their link.

'Yes…Where are you?'

'Right outside the door. You've been in there for a while and I was getting a little worried.'

'Everything's okay Scott…I'm fine,' she assured him.

'Okay…Just checking.'

Then, Jean suddenly got an idea. With no GURSO soldiers to worry about, no strict surveillance of their every move, and no strict guidelines prohibiting such things, they might as well take advantage of this new situation.

'Scott…' she sent, stopping him before he could leave.

'Yes Jean?'

'Have…Have you showered yet?'

'Um…No, I'm still waiting for Vincent to finish,' he told her.

That revelation got her to smile, a rare act for any of them, but something they looked forward to doing more often from now on.

'Well then why don't you join me? There's plenty of room.'

That thought got Scott's eyes to widen a bit, but the thought of standing naked in the shower with the woman he loved simply had too much appeal for him to turn down. He didn't know Xavier's policies towards things like this, but whatever they were, he wasn't about to let it stop him from sharing a little closeness with his lover.

'Are you sure Jean? What about…'

'Do I really need to answer that? I know my body. Come on, babe…Let's celebrate our new freedom.'

With a smile on his face, Scott entered the bathroom, which Jean had left unlocked mainly out of habit since there were never locks for them back at Shadow Cell. He then went on to remove his clothing, setting them in a neat, organized pile next to Jean's before making his way through the steam and into the nice, private shower that was just waiting for them.

Jean maneuvered herself to the side somewhat to give Scott some room. Then, she drew him into a quick embrace as he brought him under the hot torrent of water. Even though she had taken what Dr. Essex had described as 'specially' formulated birth control pills back at Shadow Cell, she felt as though she knew her body well enough to know when the right time was. She wasn't sure what he meant but 'specially' since she was also told that just because her cycle was regulated, that didn't mean she couldn't get pregnant.

But she didn't bother with that as she heard Scott let out a content moan as he felt the warm water wash over his naked form and quickly returned Jean's gesture, wrapping his powerful arms around her wet body and captured his lips in a deep, loving kiss.

'Mmm…I could get used to this,' sent Jean as she savored the sweet feeling of having her naked lover's arms around her, kiss her with all his love and passion.

'Yeah…So could I.'

And with a newfound sense of freedom, Scott Summers and Jean Grey began to make love right there in the shower, savoring the sweet bliss of their new lives here at the Institute.

* * *

Out on the balcony overlooking the pool, Vincent Freeman found himself taking a quiet moment to reflect on this new life of his. After having showered, he was left with a little alone time to let his thoughts simply wander as they so often did when he and his friends weren't on missions or training. And in many respects, It was all still very strange to him, living the life of a civilian again after having spent so many years pushing away those memories before Shadow Cell.

It was amazing how used to the military lifestyle he and his friends had become over the years and it still stuck with them even though they were free now. While some of it was simply out of habit, part of it simply stemmed from the sense of personal respect and virtue that had been instilled upon them by their superiors over the years and much of that couldn't be undone. And even though he wanted to distance himself from the control that Sinister and his old drill sergeants had taught him, a part of him still wanted to retain that sense of honor and spirit that made them all more warriors than soldiers.

Looking back on his life, he found himself thinking a lot about Father Michaels, Mr. Kansuke, and all the friends he had back at the orphanage that were now dead simply because Sinister wanted him. It bore a heavy weight on his already fragile soul, but there was nothing he could have done to stop it. Sinister wanted him and he had no way of knowing the truth. He had been a pawn and his friends and family had been the victims. If he hadn't been a part of their lives, then they wouldn't have had to die.

Such thoughts kept echoing in his mind again and again. He just couldn't stop blaming himself for their deaths. Had he simply died back with Prodigy, so many innocent lives could have been saved. He thought he had been avenging those lives by fighting with Shadow Cell when in reality he was just helping the monster who killed them. Sure, he and his friends had saved the lives of countless innocents over the years, but did that justify his existence? Did that justify his role in all those deaths?

What would Father Michaels say if he was here now? What would Mr. Kansuke say as well? Had he done the right thing? Was all the killing, struggle, and strife justified? He didn't know the answer and there was no way he possibly could. All he had left was his friends whom he had fought with so ardently to save this world from destruction. Sinister was gone. His old life was just a massive jumble of memories now. And he would have to deal with that until the end of his days.

Then, while he allowed himself to wallow in his own little world of uncertainty…Wanda made her presence know, looking all too eager to help lift his wounded spirit.

"Vincent?" she said, drawing his attention as she made her way over towards him, leaning up against the spot concrete railing that was right at his side, "Vincent, are you okay? You look troubled."

The young soldier simply sighed, knowing he wasn't getting anywhere on his own. So why not turn to the woman that made it all worth while?

"I was just thinking," he told her in a deep monotone.

"About what?" she asked, moving in a little closer to him, "Come on hotshot, you know you can tell me anything."

Upon hearing her little pet name for him, he managed to smile a bit. It wasn't much, but it did help him put things into perspective more.

"I guess that…Now we're free, we've all been giving a lot of extra time to think. And with everything that's happened, I guess it's caused a lot of things to resurface again…Things I've tried to let go of for a very long time."

"Yeah, I think we've all felt that way at some point since we got here," made Wanda, thinking back to how the memories of her estranged father had affected her.

"But for me, I feel as though it's even worse," said Vincent, now struggling with his words, "I mean…Sinister killed my mother! He destroyed the orphanage! He killed Father Michaels and Mr. Kansuke! He pretty much used me as a guinea pig all my life! From Prodigy to Shadow Cell, I helped that son of a bitch! I became a killer for him! I betrayed all the morals I was taught growing up for him only to learn that he was using me the whole time! And I…How can I ever forgive myself for what I've done?"

Vincent Freeman was forced to swallow the lump in his throat that had formed from saying those words. He hated himself so much for everything he had done. He hated himself for letting Sinister use him and allowing him to hurt everybody he ever grew close to. Did he even have a right to live after all this? Was it even possible to live on with this burden forever upon his soul?

He may not have known the answer, but Wanda sure did and she wasn't going to let him forget it.

"Vincent…Please don't do this to yourself," she said, placing her hand atop his and giving it a firm squeeze, "You can't allow yourself to think such things. You know they aren't true."

"How can they not be true! Just look at what he did to us Wanda! Look at how he used us!"

"I know…I know…It hurts. But beyond how he used us, you can't let it stand in the way of what we stood for. Regardless of how much he made you suffer, you proved him wrong Vincent. You helped take him down…We all did. We just…None of us had any power over what he did to us. None of us could have seen it coming or done anything to prevent it. And it was never your fault, you hear? It was all Sinister. And don't you EVER let yourself think otherwise!"

"But…After everything I've done…All the lives I took…"

"Vincent…" said Wanda, her hand now running down his distraught face, "We can't change what we did. We can't change the fact that we're killers. But we can never forget that which we stood for. Don't just think about the lives we took…Think about the lives we've saved as well. Think about all the innocent people and all the innocent children that are still alive because of what we did. If we hadn't taken those lives, they would have inflicted more suffering than Sinister ever would have. All the conflict…All the complications…All the missions…How can you be ashamed of something like that? How can you be ashamed of being a proud, noble soldier who so willingly put his life on the line for the sake of so many others?"

Vincent didn't respond. Instead, he simply took the young woman that meant so much to him in his arms, gently pulling her into a warm embrace. Looking back at the warm expression on her face, he felt so much of his burden fade away. Even though they would always have to live with what Sinister had done, there was still those memories he had of all the people they saved. That was something nobody could ever touch. Wanda knew it…His comrades knew it…But it was just a matter of him remembering that which still resonated so strongly within his soul.

He was a soldier. He was a warrior. And nobody could ever take that away from him.

"But…What about the people who died because of me? What about…"

"Vincent…They didn't die because of you. They died because of Sinister. He's gone now, Vincent…Gone forever. And I'm sure that if your family and friends were still alive…They'd be so damn proud of you for everything you've done and all the lives you've saved that they'd probably smack you upside the head for thinking otherwise. We are soldiers Vincent…Honorable, proud, and loyal to the end. And don't you ever forget that…Otherwise I'll just keep hexing you until you remember."

A warm smile spread across Vincent Freeman's face as he took in those words. It was remarkable how far they had come. Yet through it all, they were still bound by the same creed…The same virtues…They same tenants of a soldier. And it was through those beliefs…That faith they had placed in their cause and one another…They would always remain true to themselves. And for the young man who had lost so much and would always remain so haunted by his past, it was a welcome feeling, having such an amazing young woman, stand by his side to remind him of that which truly mattered.

"Thanks Wanda," he said in a soft tone, "Really…I can't tell you how much that means to me."

"Hey, I love you Vince. Don't you ever forget that," she told him, placing both hands on the side of his face, "We never got a chance to share this because we were both so afraid…So scared of loving again and being hurt. But now that we have this, we don't have to be afraid anymore."

"And as long as I have you by my side…I never will be."

And from that, their lips met in a deep kiss. Vincent Freeman and Wanda Maximoff had come a long way. Yet now that they future lay open with so many possibilities. They could finally let go of the inhibitions that had held them back in the past. And through things like honor, compassion, friendship, and of course, love…They could make a new future together.

The young couple stayed lip locked for a good long while, savoring the sweet taste and sensations that this powerful act brought. Maybe it was because their bodies and minds were enhanced or maybe it was just because these feelings had been so pent up inside them all these years. But either way, it was something they wanted to savor and cherish together.

Then suddenly, while they were still engrossed in passion, a rather humored observer stepped in to cool things down.

"Interrupting something?" said X23 with a wolfish grin.

Almost immediately, Vince and Wanda separated in shock, needing a moment to catch their breath as they looked back at the smiling, humored X23.

"X…" said Wanda, scrambling for an explanation, "We were just…"

"Don't bother, Wanda. I saw enough of it to know what was going on."

"And you just stood back and watched us?" said Vincent with a wry expression.

"Hey…It seemed important, so I didn't interrupt," she shrugged.

Both Vincent and Wanda were now blushing feverishly since this was the first time they had been caught by anybody. It wasn't like they did a good job of hiding their feelings over the years, but still…It was awkward to say the least.

"So did you just come to embarrass us or has something come up?" asked Vincent, breaking the awkward silence that had fallen over them.

"A little of both actually," she said with a slight chuckle, "But humor aside, I came to tell you guys that Logan wants us to meet him out on the front lawn. Apparently, we have a visitor."

* * *

AN: Hell of a first day, isn't it? Well, the first day is always the hardest last I checked and Shadow Cell is no exception. But it's not over yet! There's still a few more things left for them to handle before this tumultuous day can come to a close and I'll give you a little hint…It has to do with the 'visitor' X23 mentioned. So what did you all think? Was this an interesting read? Do you think the reactions from the New Mutants were appropriate? Tell me! Send me your feedback via email or post it on the fanfiction website! Either way is fine as long as you REVIEW! Thanks a ton for reading everybody and I wish you all the best!

THE BUTTON IS JUST A LITTLE BIT FURTHER! PRESS IT! REVIEW!


	52. Loose Ends

**Sinister Soldiers  
Chapter 52: Loose Ends**

****

* * *

Out on the front lawn of the Xavier Institute, a large unmarked Black Hawk helicopter had landed in a clearing not far from the fountain. It was the exact same aircraft that had landed at the institute a few days ago and just like last time it bore the same occupant…Nick Fury.

Logan and the five mutant soldiers of Shadow Cell were all out there to meet the legendary cold warrior, keeping the level of involvement to a bear minimum since Fury was never one to keep too many people in the loop. He had already gone way beyond traditional protocols by giving the X-men data on Shadow Cell and he didn't need to complicate things any further. But just like last time, he still owed a few friends some favors and this was simply his way of making good on his word.

"Back so soon, Fury?" grunted Logan as he greeted his old friend/acquaintance.

"What can I say? I love the Westchester scenery," quipped Fury in response as he took one last puff of a cigar he had been smoking and tossed it aside.

"Yeah right, bub…I'm sure you were just in the neighborhood, so let's get this over with. Why did ya call us?"

"To give you all an update on the situation," replied Fury as he turned his attention to the five mutant soldiers, "You five left quite a mess back at the base and pretty much every secret branch of the defense department is scrambling to clean it up, SHIELD included."

"What part of that is supposed to shock you, Fury?" said Scott, his tone somewhat distasteful since this man and the organization he ran had been a key rival of Shadow Cell.

"I never said it did. After all, a battle scorched no mans land is kind of your calling card last I checked."

"Then does that mean you're just here to rail us for making you and your boys do a little overtime?" made Wanda, who seemed to share the teams overall mentality towards this man.

"I could do that, but I'm not. I came here for one reason and one reason only…To tie up loose ends."

"Loose ends?" said Vincent curiously, "I take it you mean us."

"Well you all are still government property last time I checked. And you're still ghosts. All your files, records, and personal data were wiped out the second you all joined. So in a sense, none of you ever even existed. You weren't even born."

As strange as that may have sounded for some people, Scott, Jean, Vincent, Wanda, and X23 didn't look all that affected from that. They were somewhat used to it anyways. But Nick Fury wasn't here to take them on a trip down memory lane. He was here to make things right. He had his orders, but he also had his obligations as well. And as a soldier, he intended to carry them out to the fullest.

s

"So I guess that means you're not officially talking to us at the moment," reasoned X23, knowing just as well as her comrades how things worked in the world of black ops.

"Smart girl…You definitely have your father's eye."

That earned him a low grunt from Logan, but Fury didn't flinch. He simply reached into his pocket and lit another cigar.

"You're right, though…My orders are clear. The higher ups don't want the most powerful team of soldiers ever assembled out in the real world assimilating with the masses that they spent so much taxpayer money to break them away from. The protocols as of now are to either confirm your demise, or find, capture, and detain you for an indefinite period of time."

"So is that why you're here? Just to pick us up and throw us in Leavenworth until the sun explodes?" asked Jean, not sounding afraid even though this man was clearly not one to be taken lightly.

"Lady, if I wanted to do that, do you think I would have come here alone?" asked Fury in an overtly obvious tone, "I've read your files. I've seen what you five can do. And something tells me that even if I had brought an entire platoon of my elite SHIELD units, the only thing I'd get out of it was an excessively high body count and another bloody mess to clean up."

The five mutant soldiers had no reason to deny Fury's words. He was certainly not one to dick around and this was no exception. Yet despite standing before some of the deadliest incarnations that the government had ever created, he kept his poise. He had been around long enough to know what true horror was and this instance could hardly be classified as such.

"So if you're not here to take us back then why the hell are you here?" asked Scott, wanting to get this over with.

"Like I said…Loose ends," said Fury as he exhaled a puff of smoke, "I have two ways of doing it…One of which is to offer the five of you elite positions in SHIELD special forces since we're now going to be the ones taking on the shit you five have been handling these past three years. Now this is something I could definitely pull a few strings with in order to make happen. You'd be back in the military serving your country, but not under the same authoritarian atmosphere of Shadow Cell. And I'd be completely willing to work with this…But after learning about what you five went through, I had a feeling that maybe you had enough of the military for a while."

"Good call, Fury," said Vincent, who couldn't see himself going back to that life ever again, "So what's the second way?"

With his cigar still in hand, Fury reached into his trench coat and pulled out a slightly thick folder of papers. He then went on to hand it to Logan, who quickly opened it for the five young soldiers to see and what they took in definitely came as a shock.

"Hey…These are…" began Jean, but Fury cut her off.

"Identification papers…The kind that will allow you to operate in the civilian world again without having to deal with the higher ups bearing down on you. Now I can't tell you how many strings I had to pull to get this, but let's just say someone other than me has the right kind of influence to make something like this possible."

"The General…" said Wanda, knowing it could only be him.

"You guessed it," grinned Fury as he took one last puff of his cigar and tossed it aside, "The man may have his faults, but he's not the kind of guy to abandon his troops. He credits you for bringing honor back to his career and if there's one thing that defines that man above all else, it's his loyalty to the people he trusts."

The unit formally known as Shadow Cell couldn't help but grin somewhat at that. It definitely summed up the General in a nutshell. Of all the people that had been closely involved with their development, the only one who hadn't turned on them was the General. And after spending so many years coming through for him, he was finally there to return the favor.

"Use these papers to make yourselves civilians again. Just fill them out, get them into public databases, and let my people do the rest."

"But what about the higher ups?" asked X23 as her eyes fell on what looked like an adoption document, "You said it yourself, they don't want us out here in the real world."

"Kid, as omnipotent as they are, they're still subject to influence and I promise I'll make sure they leave you alone. Just leave it to me. Oh, and there's one more thing that comes along with this packet that I think should help you guys as well."

Fury once again reached into his pocket and pulled out another smaller folder. This one didn't have nearly the volume of information that the first one did, but it's contents were every bit as important.

"What is this?" asked Scott as he opened it up.

"A little something my boys came across in the rubble. They're bank statements from Magnum and her accounts in Switzerland, Grand Caiman, and the Caribbean. As the daughter of a Russian Mob Kingpin and an internationally renowned mercenary, she amassed quite a bit of wealth over the years…A hefty eight figure sum to be precise. But now that she's dead and gone, I figured that wealth would naturally go to her closet relatives. And since you were her prized students, I guess that means it's all yours."

Upon seeing some of the statements in the documents, the eyes of the five young soldiers widened at some of the figures. They knew Magnum got around, but the numbers they were seeing were huge. Hell, they could probably live a life of great luxury off the interest alone from this kind of money…And every last cent of it was now theirs.

"Wow…" said Jean as she went over their new Swiss accounts, "All this money? This is ours?"

"Consider it a long overdue payment for all the shit you guys had to go through," said Fury with a grin, "I already took care of the details. There are 10 accounts in all, each of which is now in your names. Some of Dr. Essex's old wealth is probably in there somewhere as well and you all have unlimited access to them. With this and the papers, you five should have everything you need to make a new life for yourselves."

Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 were speechless. They were so used to not having anything to their name other than their spirits as soldiers that it was definitely somewhat of a shock to have all this at their disposal now. Now they would actually have names. They would actually have resources. They would actually have lives. No longer would they be mere shadows of the government…Now, they could truly be themselves. It was an odd feeling to all of them since they were still soldiers at heart, but it was something they would have to adapt to in the long run.

"You really know how to go all out, Fury," commented Logan, his eyes widening at the sight of the wealth that these former soldiers had inherited.

"Well…Let's just say, I was due."

Everything seemed to be in place. They had the papers they would need in order to officially be alive again. They had all the money they would ever need for the rest of their natural lives to build upon. It was only a matter of moving forward from here, building a new future and starting a new life.

"So that's it?" said Scott as he finally diverted his gaze from the papers back to the famous cold warrior, "That's all you came here for."

"Pretty much, kid," he replied, looking back towards the pilot in his chopper and signaling him to start the engines, "I don't think I need to tell you guys that I'm not here at the moment and never was in the first place."

"Yeah, yeah…We know the drill eye patch," grunted Logan.

Then, as he prepared to make his leave, Jean stopped him with one last issue that was still lingering in her mind.

"Colonel, wait!" she said, stopping him cold in his tracks, "What about the General? What's going to happen to him?"

The influential head of SHIELD let out a deep sigh, for that was an issue that he was still not sure about. He had already made a mistake with this man once before and that's part of what led him to Shadow Cell. But past mistakes aside, he was determined to make things right this time.

"He'll most likely undergo a trial since he's the only surviving head of Shadow Cell. They'll move for a court marshal and there's still a chance that he may face some serious penalties."

"But he had nothing to do with the liquidation of Shadow Cell!" exclaimed Wanda, "How can they convict him for something like that?"

"They're just looking for a scapegoat," muttered Fury in response, "But believe me, I won't let this stand. I'll do what I can to stop them from reprimanding him…You have my word."

"Good enough for me," said Scott, knowing that Fury may have been many things, but he was always a man of his word, "And if you see him again…Send him our thanks."

"I'll do that," assured Fury as he began to make his way back towards the helicopter, which was now already primed for take off, "But remember one thing Shadow Cell…The moment I leave this place, your link with the government will be forever severed. As far as I'm concerned, the five of you died back in that base explosion and your bodies are nothing more than charred remains."

"Yeah, I guess that works," said Vincent, thinking it was probably appropriate for them given how things had turned out, "So then I guess this is goodbye, Colonel."

"Yeah…I guess so," said the old Cold Warrior, "What you five do from this point on is all up to you. But take it from a guy who's been a soldier long enough to know how the world works…Don't ever forget who you are…Don't ever be afraid. You are and will forever be true soldiers. And NOBODY can ever take that away from you."

They were words that the five young soldiers took to heart, for they had come to see the truth all too clearly when it came to their sense of being. There was no way they could escape who and what they were and in many ways, it was something they didn't want to escape from. They were, and always would be soldiers. And no matter what Dr. Essex tried to do to them, they would always be proud of their heritage and their honor.

"Thank you, sir. It's been an honor," said Scott as he and his comrades gave their formal rival a respectful salute.

Their actions actually brought a smile to Nick Fury's face, which was rare for anybody who even remotely knew him. But the former cold warrior didn't care. He had made his peace and he had taken care of that which had to be done. And for that reason, he would have no regrets.

"Take care Shadow Cell," he told them as he stepped into the helicopter, "And Logan…Stay out of trouble."

"Yeah, nice seein' you too, eye patch," said former Weapon X with a wolfish grin.

"Just put some of those papers to good use and we'll call it even. After all, I have a feeling that a few of them might do you some good as well."

With no more loose ends to tie up, Nick Fury of SHIELD made his final departure from the Xavier Institute, leaving the five mutant soldiers of Shadow Cell poised to begin anew.

It was official now. They were no longer bound by the shadows that had been forced to live in for so long. And from this day forward, they would have new lives to build.

"Logan…" said X23 as she turned towards the man who's blood created her, "What do you think he meant by that?"

"What? You mean putting some of those papers to good use?" asked Logan, "I have no idea."

Then, as he looked back down at the adoption documents that had been in the folder Fury had given them, he began to get a strange feeling that maybe there was something to this after all. Last night when X23 had thrown his arms around him and pulled him into an embrace, he was left paralyzed in so many ways, for it had given him a lot to think about. And now that they had these papers, there were plenty of new possibilities for all of them.

This girl shared his blood and it was already clear that there was a special bond between them, but could it possibly go further? Could something like that possibly make the family? It was a hard thing to consider, but it was definitely something worth thinking about in the future.

"Come on guys…Let's go get this stuff to the Professor," said Scott, taking Jean's hand and giving it an affectionate squeeze as they all began to make their way back inside.

"Yeah, I don't know about you guys, but I think I'm ready to be classified as living again," said Wanda as she interlocked her arms with Vincent.

"Amen to that…" said Vincent as he and his comrades let out a collective smile, for this was truly a new beginning for all of them…A beginning so full of possibilities and hope.

* * *

Down in the infirmary, Kurt remained by Mystique's bed side, keeping her company as she healed from the extensive injuries she had suffered during the big fight at Shadow Cell HQ. It gave them both some time to do some long overdue catching up with Kurt filling her in on everything that was going on about the current state of the mansion now that the five mutant soldiers were a part of it.

In addition, Kitty made regular visits to check up on Kurt and more often then not, she would leave him with a smile. Such interaction did not go unnoticed by Mystique…Who couldn't help but smile somewhat at the sight of her son flirting with a girl. It left her with plenty of questions concerning her son's love life…Questions that had a knack for making the young mutant blush profusely. But as long as they had this kind of time together, they were sure as hell going to make the best of it.

And while Kurt and his estranged mother continued to play catch up with lost time, Rogue had finished her recovery and checkup in the room across the hall. Having not suffered nearly the level of injuries as Mystique, her recovery was quite fast…Almost too fast in some ways. It was definitely a concern for Hank and the Professor, who gave the young woman a thorough examination after she had regained consciousness.

Naturally, Remy stayed with her the whole time to keep her company, but the tests didn't take long and the results seemed every bit as mysterious as the conflict that had caused them.

"So what's the verdict doc?" she said as she put her shirt back on after having undergone the last few tests with Hank, "How much longer do Ah have to live?"

Both Hank and Xavier looked at the results with equal fascination, finding them to be rather unexpected, yet very intriguing at the same time. Rogue's mutation had always been a tad unusual to say the least, but the stats they were seeing now just took it to a whole different level and despite their expertise, it was a lot to make sense of.

"Hank, are you sure these readings are right?" asked the Professor as he went over them one last time to be sure.

"But of course, Charles. I double checked them just to be certain."

"Certain?" said Rogue, getting a little anxious about this, "Certain about what? Is something wrong with meh? Did Sinister pump me full of some paralyzin' virus? Am I gonna die or something!"

"Hey, hey…Calm down cherè," coaxed Remy, who was sitting right beside her, holding her covered hand, "You ain't gonna die, ya hear? Don't let yourself think things like dat."

"He's right, Rogue," said Hank as he set the stats aside, now certain that what he was seeing wasn't a fluke, "You're not going to die. In fact, I can safely say that the exact opposite applies in this instance."

"Exact opposite?" said the southern goth in confusion, "What do ya mean?"

"Rogue…The test results from your work up show you to be in excellent health. You're body is as strong and fit as it ever was, if not more so."

"More so?"

"Yes, as unusual as it seems, you're physical health is well above that which I would have expected for someone who had been in your situation. Compared to your last check up, your stats increased nearly ten fold."

"So Ah'm healthy…So what?" said Rogue, not seeing what the big deal was, "Isn't that good news?"

"It most certainly is, my dear…But it's not the fact that your body is in superb health that intrigues us," said Xavier, still holding one of the charts, "It's more so the matter that you're readings made such enormous jumps to begin with. Bear in mind, you were under Sinister's control for a good long while before we got you out. And we only rescued you after he had prepared everything for use in that machine of his."

"Wait…So yo' sayin' dat Sinister's wacked out gizmo had some kind o' affect on her?" concluded Remy, becoming intrigued as well since anything that involved Rogue usually was cause for concern in his mind.

"It would appear so…" said the Professor, "It is the only explanation for such a dramatic change in her physical health."

"So then…Sinister did something to meh," stated Rogue, feeling her skin crawl at the feeling of that psycho using her body for his own sick plan, "Should Ah be worried?"

"Well, as surprising as this may sound, Rogue…I think you should be ecstatic," said Hank with a reassuring smile, "Whatever Sinister did to you, it actually had some pretty significant benefits."

"Benefits? What kind of benefits?" she asked, growing all the more curious.

"Well aside from your health, it appears that whatever you went through in that machine of his affected your mutation as well," said the Professor as he showed her a couple of charts that looked like DNA fingerprinting slides, "Now according to your first checkup, your mutation was somewhat scrambled in a sense. Your body lacked many of the vital control mechanisms to manage your abilities, which would explain your inability to turn off your absorption powers as well as your difficulty managing your memories. But now it seems, your DNA has been altered slightly."

"Altered? Altered how?" asked Remy, feeling just as curious as Rogue.

"Well…Altered may not be the best word in this instance," explained Hank as he took over since he was the one who had done the blood work, "In more logical terms, her mutation as been…Completed."

"Completed?"

"Yes, completed in a sense that your X-gene made your powers uncontrollable simply because it lacked the proper DNA coding for a control mechanism. Now I'm not sure of the exact methods Sinister used, but whatever it was, it seems to have completed your mutation and given you the proper coding necessary for these mechanisms. Moreover, this code has been activated and manifested. And near as I can tell, it's all functioning in perfect harmony."

While Rogue may not have had the best knowledge when it came to science, she was beginning to understand what they were both talking about. And when she thought about it, it did make sense. It explained why her memory was no longer in pieces, why her head wasn't swimming in the bits and chunks of other memories she had absorbed in the past, and why she felt so much stronger all of the sudden. But aside from her overall state of being, there was one other matter that seemed to overshadow them all…One she had long since given up on, but now actually had some hope for after all this time.

"So…If mah X-gene is complete now…Does that mean I can touch?" she asked anxiously, her tone brimming with hope.

Both Xavier and Hank exchanged a conflicted look. As they went over the data sheets from their tests again, there was little evidence if this had indeed affected her powers to that extent. They only knew what the computers told them, but in looking at the data, it seemed logical enough to assume that with the control mechanisms in place, she should be able to.

Then again, Rogue's mutation was an unusual one and there was no telling what such a change could incur.

"I…Can't say for certain, Rogue," answered the Professor, "But given the changes to your mutation, it most certainly is possible."

Looking down at her hands, which were still covered by gloves, the young woman who thought she had been doomed to a life of isolation suddenly felt a new sense of excitement. If she could touch, then that could mean she could actually let people get close to her without putting them into a coma. It means she could go out, wear normal clothing, and be in normal relationships.

Remy seemed to pick up on this state fairly quickly upon seeing the look on her face. He knew what she was thinking…It didn't take telepathy to understand that. After all, this was a girl who had often faced major emotional issues because of her isolation. And with this news, there was a chance to break free from that. And it was for this reasons, she wanted to know for sure.

"Rogue…What are you…" began Hank, but Rogue wasn't about to let anything stop her at this point.

"Ah have to know for sure," she said as she took off her gloves and turned towards Remy.

"Rogue, wait!" urged the Professor, "We don't know for certain if…"

"Ah don't care!" she said, cutting him off in mid sentence, "Ah can't remember the last time I touched another person without hurting them…Ah've practically forgotten what it feels like."

Turning towards Gambit, there was a pleading look in her eyes…One that seemed to say, 'Please…Let me do this.' Remy had seen the affects of Rogue's powers before and he knew just as well as the others that they could send anybody into a world of hurt. But in seeing how desperate she was for this, even the threat of being knocked into a coma didn't affect Remy in the slightest. Because if Rogue could truly touch again, then he wanted to be the first one to feel it.

"Remy…" she began as she raised her shaking hand up to his face.

"It's okay, cherè," he told her with a smile, "Remy knows what ya want. And don't worry…Remy trusts ya."

"But…What if," she began, hesitating a bit at the halfway point.

"It's okay Rogue…Remy can take de pain."

Swallowing hard, Rogue's weary hands continued on their wayward path as everybody in the room held their breath. It was clear that nothing was going to stop her at this point. They would know whether or not these 'modifications' were sufficient soon enough. And through such tension, nobody seemed more anxious than Rogue. She didn't want to hurt anybody…Especially Remy. This had always been her curse…Her burden to bear.

But now, there was reason to believe that she wasn't doomed to never know what it was like to touch another. It was only a matter of taking the first step. Her hand was now only within inches of Remy Lebeau's face. She was still shaking with nervousness and anxiety, not knowing what to expect. Then, taking a deep breath, she knew that it was now or never.

Finally, she felt it…The feeling of his skin against hers. Only this time, there was no sudden rush of energy…No fury of images…Not even the slightest tingle of shock. There was just full, unhindered contact…No powers, no pain, no coma…Nothing. She had finally touched another human being without hurting them. She had finally felt something she never thought she'd get a chance to feel again. She was really touching someone…And after all the isolation she had endured, it was truly a wonderful feeling.

"Well, I'll be…" said Hank with a pleasantly surprised look on his face, "I suppose this means there's no need for further tests."

Rogue couldn't help but smile as she kept running her hands along Remy's rugged face, feeling the warm skin with her hand. It was a sensation that Remy definitely enjoyed, for this would definitely open up many possibilities for them. Maybe now, she wouldn't be afraid to grow close anymore. Maybe now, thing between them could truly blossom. But that was thinking ahead a bit too much. For now, he just wanted to savor this feeling.

"Oh mah God…" said Rogue as tears of joy began to form in her eyes, "Ah…Ah can touch. Ah can actually touch!"

"It would seem so, Rogue," said the Professor with a warm smile, happy to see the once deeply distraught woman finally freed from her burden, "This proves that you do indeed have control over your powers. And that also means we'll have to learn how to manage them. But rest assured I will help you with it every step of the way."

"And so will I," said Remy, flashing her his best smile as he reached forth and wiped away some of the tears of joy that had formed in her eyes.

Rogue felt as though she was going to break down right then and there. She was just so happy. She could finally touch again. She was no longer doomed…No longer cursed. The feeling of Remy's hand on her face seemed to say it all…For she was finally free.

"Ah…Ah can't believe it," she said, swallowing her sobs, "Ah…It's like a dream come true."

"Well believe it, cherè…This ain't some dream," assured Remy as he took her hand within his and gave it a gentle squeeze, "You ain't gotta worry about hurtin' people no more."

With those words echoing in her mind, Rogue couldn't take it anymore. She broke down…Throwing her arms around Remy and crying her heart out into his shoulder. She was just so happy…So complete.

Her actions definitely surprised the Cajun born mutant, but he was quick to embrace her, simply letting her cry her heart out in his arms. It was a sight that made both Hank and the Professor smile. To see a student who had been suffering so much because of her burden let out tears of joy was a rewarding feeling that few others could match. While neither of them were certain where they would go from here, one thing was definitely clear…Things would never be the same.

* * *

Back in the room where Mystique was still recovering, Kurt was sharing his lunch with her while they caught up on a lot of lost time. Since she was awake now and not going anywhere, she used this opportunity to catch up with the son she had missed so much over the years. She hadn't been there for him on so many occasions. He was almost a full grown man. But that didn't mean they couldn't start anew.

There was certainly a lot to talk about. Kurt went into many details about his foster family back in Germany and how he had grown up on a farm, stuck in isolation because of his appearance, but comforted by the love and support they gave him. In many ways, it was somewhat of a relief to Raven, for it definitely seemed as though the Wagners raised Kurt better than she ever could have. After all, what kind of mother would an internationally wanted mercenary make?

Kurt spared no detail, going into aspects like his home schooling experience, his first days at the Xavier Institute, and even a few of the girls he had been involved with ever so briefly…Namely a girl named Amanda and another student at the institute named Tabitha. But from what she could tell, Kurt's eyes were already set on another young woman…Which was certainly a nice little tidbit to know if she was going to stick around.

But aside from her son's love life, he also told her about Rogue as well and how she had been since she found out about their connection. It was still very disheartening to hear how devastated she had been when she had revealed herself to be her adopted mother. It was not something she was proud of to say the least, but it was something she would have to live with whether she liked it or not.

But the one detail about Rogue's life that seemed to stand out above all others was Kurt's repeated mention of her attraction to Remy Lebeau. That was definitely something that intrigued her to say the least since she had seen the attraction and concern during the mission, but didn't know the specifics of their 'relationship' as it was called. While she knew Rogue had been attracted to the winged boy, Warren, from her experience as Risty, she didn't really get a chance to learn too much about her burgeoning attraction to Remy, since she had always kept it to herself. But according to Kurt, the attraction was painfully obvious and even laughed a couple of times when he went through some of the memories he had of them growing so close. It was something Mystique wasn't exactly sure about since she knew a few details about the Cajun that didn't exactly make him the kind of guy one would bring home to their parents. Then again, it wasn't like she had the right to intrude on her daughter's love life.

There would definitely be plenty of time to catch up with Rogue later on…If she wanted to that is. But for now, Mystique still had plenty of injuries to recover from and a lot of things to catch up on with her son.

"So this Magnum voman…You knew her?" asked Kurt as he took a bite of his sandwich while Mystique took weak sips of some Ramen noodles that he had made for her.

"Yes…To some extent at least," she said bitterly, the wounds from their fight still stinging, "She was a cold hearted killer…One of the best in the business. And I guess I can't blame her for wanting me dead. After all, I was the one who killed her father."

Kurt's eyes widened upon hearing that, for that was definitely something he had not expected.

"Her father?"

"Yes…But trust me, her father was no better than her if not worse," she said, remembering all the old horror stories she had heard about him during her mercenary days, "He was a butcher and a monster…A trait that definitely rubbed off on her to some extent. And I just happened to be the only mercenary capable of taking him down. I just…I had no idea that something like that would later come back to haunt me."

Kurt was silent for a moment as he allowed himself to digest that. It was clear that Mystique was not exactly proud of the things she had done, but he had no idea that she had been a mercenary of such prowess. While part of that didn't shock him, it was still a bit much to take in…Knowing that his mother was a killer and a former murder for hire. She made no qualms about it, for it had been a matter of survival to her. But that didn't make it any easier when it came to telling her son the cold hard truth.

"I was a killer, Kurt…And I guess I still am at heart," she said in a low tone, not wanting to look her son in the eye after that, "I did what I could with the power I had. It was selfish of me…I admit that. But not being able to live my own life…Forever doomed to live in a world of lies, it just…It really does have an impact. Being a shape shifter, I can never be myself. I can only steal parts of others' lives because the world just won't accept a freak."

"Ja…I know how that feels," said Kurt, simply staring down at his food tray, "I remember how some of the villagers back home used to form lynch mobs and riot outside my house. They kept saying things like 'kill the freak!' or 'die demons die!'"

"Just give me their names, and I'll hunt them down like dogs," she told him, placing her hand upon his.

Kurt couldn't help but laugh at that somewhat, although a part of him knew she was probably serious to some extent. But it just went on to show him that she really, truly cared for him.

"That's okay…It's something I've learned to live with," he told her with a smile.

"Guess that's more than I can say for me," she muttered in a morose tone, "But how do you do it, Kurt? How do you live through something like that and not feel so bitter and angry about the world?"

"Oh believe me, mother…It hurts…It really hurts," conceded Kurt, giving her hand a gentle squeeze, "There are times vhen I do feel angry about it. There are times vhen I do feel sad, bitter, and enraged that I cannot go outside vithout putting on an image inducer to hide my true self from the rest of the vorld. It's like vhen you change your shape…You know you're living a lie. And no matter what you do, you can't change how the rest of the vorld feels about you."

"So then…What makes you go with Xavier's dream? What makes you believe that humanity will ever accept us?"

"Faith…" he answered without hesitation, casting his wayward mother a warm smile.

"Faith?"

"Yes…Faith. You see…Growing up, my vorld vas always so complicated. I never really did have anything to hold onto and it was hard finding a reason to believe that humanity vould ever accept me for who I vas. But thankfully, my adopted parents never let me fall into despair. They always taught me that things vould never get better if you didn't believe that they vould. And so, they helped me turn to God for answers…And since then, I've taken comfort in knowing that there's something out there vorth hanging onto…Something out there vorth fighting for. My appearance may be difficult for me to escape, but that doesn't mean my I can't keep fighting. And even if I'm never able to go out in public vithout my inducer…Even if humanity never does accept me for vhat I am…I still have faith that ve can make things better. If not for us, then for the next generation and the many generations afterwards. And in the end, that's vhat keeps me going…That's vhy I believe. It's not so much a matter of ideas…It's matter of faith."

It was a strange concept for the bitter old woman…Something as abstract and complicated as faith. But in hearing how much it affected her son, it truly did resonate with her in a profound manner. In all her years of strife and struggle, she never really developed a sense of faith. She had always simply gone by her drive to survive, fighting to see another day.

But that was never enough for her. No matter how much she fought or how much she suffered, she could never really find something to have faith in. The world as a whole just didn't accept her, so she had little reason to accept them. Such beliefs turned her into a cold, apathetic woman…Yet despite the similar circumstances, her son had gone another path. And the more she thought about it, the more she wished she could bear that kind of strength as well.

"Faith…" she found herself saying, "So you really believe that humans will accept us?"

"Yes…I believe that it truly is possible. It's not something that can happen overnight and it's certainly not something that would be without it's challenges…But it's a cause vorth fighting for."

"And what if they never do accept us?" she asked, still very much attached to her old mentality against humanity, "What if all this toil and strife is for nothing?"

"Then ve just have to keep fighting," he told her, confident in these ideas which had always been so close to his heart, "I know it seems impossible. And in some regards, it is. But no matter how hard it may be, ve can never stop fighting."

They were brave words…The kind that struck directly at the heart. And for the shape shifting woman who had been down so many dark paths in her life, it was comforting to hear such things from the young man that she was so proud to call her son. It was a strange feeling…The son teaching the mother like this. But it was a something Mystique managed to embrace. It was a new way of looking at the world…A way she had never been all that opened to because of the complications that had so often plagued her life. It definitely gave her a lot to think about, but aside from that, it also gave her something else to believe in.

"Ve must always have faith, mother," he said to her, smiling down at her as he saw the conflicted look on her face, "It's only a matter of finding something to have faith in to keep you going in your darkest hour."

"Yeah…That part I understand," she muttered as she felt a few particular wounds sting from that, "Working for Magneto left plenty of room for times like that."

"So then…Vhat kept you goin?"

The shape shifter let out another sigh, for she just wasn't that good at things like this. Instances where she bore her emotions were never easy for her. But given how close she had come to death and how close she had come to losing her children, she could care less at this point.

"It was you…You and Rogue, believe it or not," she answered, diverting her gaze from his, "I thought that…By working with Magneto, I could make a better world for the both of you…A world where you wouldn't have to hide who you are. But I quickly found out that Magneto had different plans…Plans I never would have agreed to if I had known. He expected me to be willing to fight against my own children and if necessary, kill them if push came to shove and I…I just couldn't do that. Regardless of what you or anybody else thinks of me, that's something I'll never be capable of."

"Mother…" began Kurt, hearing the strain in her voice.

"I thought I was doing what was best for you," she went on, not stopping as she continued to pour her tortured heart and soul, "I thought I was doing the right thing fighting against the very people who had made my life such a living hell and who were threatening to do the same to you and Rogue. I was a mercenary and a killer, but I didn't want to stay that way. I wanted a better life…A family…Something to be proud of that I can pass on to future generations. But the world just kept getting in the way. No matter what I did…No matter how hard I fought…All I ever ended up doing was hurting myself and my family."

Kurt tightened his grip on her hand as tears began to fill her eyes, but she refused to show them. As a shape shifter, she was always one to hide her emotions for deceptive purposes, but in the presence of her son, that was nothing short of an impossibility. Kurt never thought he'd live to see the day when he would see his mother like this…Bearing her soul to him after all the horrible acts she had committed. But here she was, unable to escape the past and unable to atone.

Yet in Kurt's mind, she had already bore enough to get her message across.

"Mother…Nobody is blaming you for what you did," he told her softly, "It vasn't your fault."

"That doesn't excuse me for what I did, Kurt. I hurt you, I hurt Rogue, I hurt everybody I've ever come across! I don't deserve to call you my son! I don't even deserve to be a mother!"

"Don't say that!" shouted Kurt in response, which stopped the shape shifter cold in her tracks, "You must stop torturing yourself like this. I know you regret vhat you've done, but I forgive you."

"I don't deserve forgiveness."

"No…Everybody deserves forgiveness. Vhether you believe that or not, forgiveness is not something you can dictate…It's just something you either accept or reject."

"But why!" cried the pained shape shifter, not seeing how anybody could forgive her for what she had done, "Why would you forgive me! Why would anybody forgive me! I'm a killer! I'm a liar!"

"You're still my mother…And you cannot change that any more than I can. You gave me life…You fought with your heart and soul to make a better world for me and Rogue. Vhether or not it vas right isn't relevant. Vhat matters is that you had faith that it vas all for us. You vere beaten, tortured, and nearly killed…But that thought never even crossed your mind vhen you helped us save Rogue. That alone says it all. And that's all the reason I need to forgive you."

Such words helped the tired and pained shape shifter calm down somewhat. She was still very much distraught and dazed about everything that had happened. Truth was, she never expected to survive the fight to save Rogue. She knew Magneto was going to kill her. She knew she was going to die. But if it took her life to save her kids, then that was a price she was willing to pay.

But now that she was here…Beaten and bruised, lying in a hospital bed with her son by her side…She wasn't sure where to go from here. She should have died, but she didn't. What could this mean? Could she really make amends with them all the complications that had come between them? Could she really be the mother to them that she never had a chance to be? It was something she had always dreamed of, but now it didn't seem so impossible anymore.

"Kurt…" she began.

Then suddenly, a new presence entered the room, quickly drawing Mystique's attention and surprise.

"Rogue? Erahhh!" she said as she tried to sit up, but was forced back down by the stabbing pain of her rips.

"Mother, please…Take it easy," coaxed Kurt as he saw the look of pain on her face.

"He's right mama…Ya shouldn't strain yourself like that," said Rogue as she made her way over towards her estranged foster mother.

It took a minute for the shape shifter to work through the pain, but with both her kids now at her side…She was quick to set it aside.

"Rogue…Are you okay?" she managed to ask, still waiting for the sting in her ribs to die down.

"Yeah…Never better," she answered, managing a slight smile at that, "But you should talk…Hank told me how bad a shape you were in."

"I've survived worse," she groaned, resting her head back against the soft pillows of the hospital bed in order to stop her head from spinning.

"I don't think either of us could argue that," said Kurt with a slight smile, trying to lighten the mood a bit, although it didn't really work in the way he had hoped.

There was a brief silence between them. Mystique once again kept her gaze away from that of her kids, feeling as though she didn't deserve this…Not after what she put them through. Even if they did forgive her, that didn't mean she deserved it. But regardless of how she felt about her misdeeds, that wouldn't stop Rogue from saying what she needed to say.

"Ya really took a beatin' for us back there," said Rogue as she looked over some of the heavy injuries she had sustained, "First GURSO, then Sinister, then Magnum, and, of course, Magneto."

"Yeah…I know," she sighed, "But I can heal. And believe it or not, that wasn't the first time Magneto nearly killed me."

"Ah definitely believe that." said Rogue, trying hard to get the woman that had lied to her so much to look her in the eye again, "But…Ah also believe that ya had you're reasons."

This finally got the wounded shape shifter to look back towards the young woman whom had once hated her with ever fiber of her being. She had been rather confused ever since she and Kurt showed up when Magnum was about to finish her off. She didn't even know why she was here now. If anything, she would have expected her to come in and yell at her. But then again, if that's what she wanted, she would have done that already. After all, this was Rogue she was dealing with.

But aside from that, there was also something else…Something that she couldn't explain that had caused Rogue to seek her out and help her when she needed it. Even after everything she had done, something within her had caused her to make that choice…Something powerful and profound that had left a strong impact on her. While she didn't know what it was, Rogue had already long since accepted it…And it was time she finally share it with her.

"Ya really went through a lot tryin' to save me, mama. Hell, ya nearly died twice in the process," said Rogue, as she looked back with a gentle expression, "Nobody here believed ya…Nobody here even wanted ya with us. But that didn't matter in the slightest to you, did it?"

"Of course not…You think I gave a damn what the others thought?" she responded, "You were in trouble and Magneto sure as hell didn't care."

"And yet ya risked it all to save meh…" reminded Rogue, managing a smile, "And Ah guess it's somethin' Ah should be grateful for. Ah mean, how many mothers would go through that for a renegade kid?"

"You'd be surprised, Rogue."

Mystique managed to smile back with such words in mind, but Rogue wasn't done yet. There was definitely more behind her reason for being there and now that she was thinking so clearly for the first time in a good long while, it was time she took advantage of it.

"But…Ah didn't just come here to thank ya for that, mama," she said as she began to struggle with her words a bit, "While Ah was in Sinister's machine…He did somethin' to mah mutation. Ah don't exactly know what it was, but whatever it was, it really did a number on meh. Now Ah can actually control mah powers…Ah can actually touch again…And Ah can finally piece together mah memories of the past."

Upon hearing that last part, Mystique's demeanor shifted slightly. Then, to her surprise, Rogue placed her bear hand on hers…This time, without her powers getting in the way. It was a strange feeling…Holding the hand of her adopted daughter. But it was a feeling she was quick to savor, for regardless of what had come between them, this moment was theirs.

"Ah…Ah remember," she said, the once fuzzy memories of her past coming back to her, "Ah remember the old, run down orphanage Ah used to live in as a little girl. Ah remember how everybody else was afraid of meh and how nobody wanted meh. Ah…Ah didn't even know who mah own parents were. Then, one day…A woman came and took meh in when nobody else would. Ah remember how she…How she told me that she knew what it was like to be different…To be scared…To be lonely. She loved me when nobody else would. She gave meh the simple, quiet life Ah never though Ah'd have. And Ah remember how…How she ended up leavin' meh in the end."

That last part was the hardest for her to recall, for it was every bit as hard for Mystique as it was for her. It caused her to tighten her grip on her weak hand, but thankfully this was not something that she was going to let go unanswered. Ever since Rogue's powers manifested, she knew that her memory had been in pieces and it practically broke her heart every time she tried to help her recover the lost memories of those simpler times instead of just the mistakes she made. She never thought she'd get a chance to experience this, but here she was…Right her with her children. And injuries aside, that's all that really mattered to her.

"So you finally remembered," she said, watching the tears form in Rogue's eyes, "I had always hoped that you would remember those days…The simpler times before the past caught up with me and I was forced to leave you with my friend, Irene, to protect you. I just…I guess I let my anger get the best of me because every time I tried to find peace with a family of any kind, the world would turn against me."

"So it's true, isn't it?" said Rogue, needing confirmation that this wasn't just another lie.

"Drain me if you want, my daughter…Believe me, it's the truth," affirmed the shape shifter, "All I ever wanted…From the day you both came into my life…Was what I thought was best for you. But…I guess I was wrong to think that I knew when I didn't even know what was best for myself."

"But you still came back for us in the end, mother," reminded Kurt, "You were still there for us vhen ve needed it most."

"That doesn't make up for everything I've done, Kurt."

"Maybe so, but that doesn't mean things can't change," argued Rogue, "Ah mean, come on…Ah won't say what ya did was justified, but Ah will say that Ah can understand why ya did it. And if ya really regret it like Ah know ya do, then why not start makin' up for it?"

"Make up for it?" said Mystique curiously, "How can I ever make up for what I did to you?"

"Simple…Stay with us," said Rogue, giving her hand a firm squeeze.

"Come again?"

"She said stay, mother," said Kurt, smiling in agreement, "Vith the time ve've lost…All the complications that have gotten in the vay…Vhy not start making up for it now?"

"I understand that, but…Here? At the institute? I don't belong here! Nobody even wants me here! Pretty much everybody here hates my guts!"

"But that's because they only know Mystique…Leader of the Brotherhood," quipped Rogue, "They don't know the woman Ah know from mah memories. They don't know the woman who nearly died tryin' to save us."

Mystique had always known that she wasn't X-men material. Her decision to go with Magneto pretty much put a damper on that from the beginning. Even though she quickly came to question Magneto's ideas, she never really considered Xavier's side after all the hatred she had seen from humanity throughout her life. But with Kurt's words about faith still hanging strongly in her mind, there was definitely a lot more to think about now.

If she joined the institute, she doubted she would be liked much by the others. But then again, she'd be close to her kids. She could actually be a part of their lives for once. The thought of actually having a real relationship with them certainly had its appeal and after everything she had put them through, she definitely owed them as much. But could it really work?

"I…I don't know if I can fit in here after everything I've put you and your friends through," she said, still very conflicted.

"Please, mama…Let us worry about the others," said Rogue, casting her a reassuring smile, "After seein' everythin' you went through for meh, Ah want ya in mah life again."

"Ja…So do I," said Kurt in agreement, "I just…I just don't vant to see you leave us again."

"Yeah…Neither do Ah," she said, the now clear memory of the first time she left still hanging strongly in her mind, "Ah want ya to say mama. We both do. You were there for us when we needed it most…Now let us be there for you. Just…Please, don't leave meh again."

The pleading look in the eyes of her children caused a hard lump to form in the shape shifter's throat. They wanted her to stay…They actually wanted her to be a part of their lives. She couldn't believe it…She actually had a chance to have something that she never thought she'd have…A family. All her anger, bitterness, and sorrow towards the world seemed to melt away as she looked into those eyes…The beautiful, innocent eyes of her children.

She had gone through an entire army, faced Mr. Sinister, fought Magnum, and survived Magneto…So why not face another challenge as well? After all, what else did she have to lose?

"So how about it, mother…Vill you stay vith us?" asked Kurt, the pleading look in his eyes not waning.

Seeing this, Mystique couldn't help but smile…For it made her decision all the more clearer. And even despite the lingering pain of her injuries and the vast uncertainty that continued to cloud her mind, this was not an opportunity she was going to squander.

"Kurt…Rogue…It's alright, my children…I'm not going anywhere this time. This, I promise you."

Upon hearing those words, both Kurt and Rogue drew the injured shape shifter into a gentle hug…For this truly signified a new beginning for all of them. Now, they could finally make up for lost time. And at long last, they could be a family.

* * *

AN: Well, a new beginning has dawned yet again my friend! Shadow Cell now has everything they need to start anew and Kurt, Rogue, and Mystique can finally start making up for lost time. They have all taken that first step, but they all have a long way to go from here, as the reaction of the New Mutants can attest. There's still more to come, so stay tuned to see how things evolve from here! You won't want to miss it! So what do you think so far? Like it? Hate it? Pease tell me! Send me your reviews via email or post them on the fanfiction website! Thanks a ton for reading everybody and I wish you all the best!

IT'S TIME TO BEGIN ANEW! SO IN TURN, PLEASE REVIEW!


	53. Adaptation

**Sinister Soldiers  
Chapter 53: Adaptation**

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* * *

The next few days at the Xavier Institute were marked by a period of rest and recovery. Those who had been in the fight alongside Shadow Cell continued to use the time they had to regain their strength and heal from any injuries they had sustained either from the mission or the earlier fight against Shadow Cell. During this time, the younger New Mutants who hadn't been directly involved in the mission became a bit more proactive, getting their work from school and tending to some of the duties that the regulars usually took care of. The added responsibility did bring them more work and less time for play, but it was something that many took seriously because it showed that they were no longer the novices of the team and were beginning to feel more and more integrated into the X-men as a whole.

For the five mutant soldiers of Shadow Cell, however, they continued to avoid confrontations with the other students for the most part. They didn't eat dinner with them, train with them, or even so much as talk to them unless necessary. In many cases, many of the X-men both regulars and New Mutants alike were still very weary of their newest housemates. After all, they had stormed the school once and kicked their collective butts. In addition, their overall soldier aura made them seem very intimidating and few were really willing to break the ice.

Nevertheless, that didn't bother Shadow Cell too much, for it did make things a bit easier for them in terms of getting a feel for the mansion. Overall, it was definitely a step up in comparison to the conditions they had been living in before and after a few nights, they had become a bit more comfortable with these new surroundings. But comfort or not, they still kept with much of the soldier building regiment that they had learned back at Shadow Cell. They still woke up very early in the morning to train, spent a great deal of time in the weight room, and even practiced using some of the mind/body techniques that they had learned over the years. They also kept with the habit of addressing the Professor, Logan, Ororo, and Hank as their superior officers, but that little quirk of theirs wasn't much of a nuisance to begin with and since they had all been so used to dealing with unruly mutant teenagers, such poise and respect was very much welcome.

In addition to Shadow Cell, there was also a great deal of activity, not to mention uncertainty, regarding Mystique. Nobody was too fond of having her within the institute and after hearing that she was going to stick around, that didn't make things any easier. Having a bunch of former soldiers stay in the mansion was one thing, but a former enemy who had once led the Brotherhood and fought alongside Magneto was quite a different story altogether.

Despite such complications, Kurt and Rogue were generally optimistic about their mother being a part of the team. Sure, they still had their uncertainties, but they were still willing to give this woman a chance. However, it would be a lot harder to convince the others.

Mystique didn't stay bedridden for too long. Thanks to her healing factor, she was up and about fairly quickly. She still had a few lingering pains and some bruises that would take a while to heal, but eventually she would be back at full strength. Kurt and Rogue stayed with her most of the time, helping her recover in whatever way they could. They also gave her updates about how everybody was taking the news throughout the mansion and that didn't necessarily boost Mystique's hopes to say the least.

But then again, she really couldn't care less about what anybody else thought. She was doing this for her children and herself. Even if everybody else in the mansion hated her, that wouldn't stop her from making up for the time she had lost with them. While Kurt and Rogue did express their faith that the others would come around, she remained indifferent to it all for the most part, worrying only about getting herself set up in this alien environment.

Upon being officially released from the infirmary by Hank, she finally had her chance to make this deal concerning her stay here at the mansion official. Granted, it wasn't going to be easy, but that was an issue she had grown accustomed to when it came to her kids.

"I see you've made a successful recovery, Raven," said Professor Xavier in a friendly tone as he and the once bitter enemy of the X-men sat in his office to take care of the formalities.

"What? You think Wolverine's the only one with a healing factor?" she said, still sounding a bit bitter about being around this man that she had considered an adversary for so long.

"Well healing aside, it's good to see you up and about again."

"Enough with the ice breakers, Xavier…You know why I'm here," said Mystique, wanting to simply cut to the chase.

"Indeed," said Xavier as he looked over a few papers on his desk, "And I must say, I was quite surprised when I heard from Kurt that you wished to stay here at the institute."

"Well don't get too excited. It's not like I whole heartedly believe in your little dream, but as long as my kids are here, then I'll be here as well. I promised them I wasn't going to leave them again and I intend to keep that."

With a slight sigh, Xavier set the folders aside. They didn't contain much, just details on Mystique's past deeds, going back to even before she ever joined Magneto. She had quite an extensive and complicated history to say the least. In many ways, she was every bit the enigma as her name implied. But despite this, the Professor did have a genuine hope that this would work out for the better. And already, he could tell that they all had a long way to go if things were to work with this new arrangement.

"I suppose I should expect as much, given that this is only the first step. But differences aside, I think this will do the both of you some real good. However, before we are to make this official, I do have a few guidelines that I wish to stipulate if you are to be a part of this school."

"I expected as much," said the shape shifter with a sigh, "What do I have to do?"

Xavier took a deep breath, wanting to just get this out of the way as soon as possible. He knew that Mystique didn't like being in his presence and that she was still very much tied to her old dogmatic views. But the sooner they got this out of the way, the sooner they begin working on a new relationship…One that would make them allies instead of enemies.

"The rules of the institute are clear," he stated firmly so as to get his point across, "If at any time I sense that the safety of my students is in jeopardy, I will take action. Regardless of what you may think of me on a personal level, my first concern is my students. Now I know this will be a major transition for all of us, but I assure you that if you do your part, we will do ours."

"Sounds simple enough," said the shape shifter as she got up from her seat, still limping a bit because of her injuries, "Is that all?"

"For now…Yes. We'll discuss your role here at the institute in due time. Until then, you will be on a probationary period so you can get the feel of the mansion and the students. Feel free to use this time to get to know some of the others as well as catch up with Kurt and Rogue as I'm sure you want to."

"Probation huh?" she said, finding that word a bit disconcerting, "So I take it you still don't trust me."

"Trust is very hard to gain and very easy to lose, Mystique," said the Professor in a serious tone, "It's something that must be done by both sides if such issues are to be resolved. Now I won't say I trust you fully in the utmost right off the bat, but I do trust in your commitment to your children. We'll get through other complications in due time, but for now we must simply take it one step a time."

"Agreed…But while you may be willing to give me a chance, I have a feeling that everybody else here in this crazy place you call a school will be a bit slower to get around that."

"Yes, well that's to be expected," said Xavier with a sigh, knowing already from a few meetings with Logan, Warren, and some of the New Mutants that her presences here was already stirring things up a bit, "But give it time, Raven. Have faith that they'll come around."

"Faith…" she repeated, that word now holding so much meaning to her since her son had taught her about it, "Well for both our sakes, I really hope you're right."

And with that, the shape shifter made her exit, knowing full well that she had a bumpy road ahead of her. But for her kids, she would do what she had to in order to make this work. It just seemed as though it was going to be a hell of a hassle dealing with her new surroundings.

And with that thought in mind, she limped her way back down the hall to meet up with Kurt and Rogue, knowing they would definitely have their work cut out for them.

'Damn…The things I go through for my kids.'

* * *

With Mystique's presence still causing such a stir throughout the mansion, many of the institute residents were trying to find their own way of occupying themselves, hoping that this mess would work itself out eventually. The folly of this mentality, however, was that it didn't do much if everybody thought that way and at the moment, there were few optimists outside of Kurt and Rogue concerning Mystique and even fewer concerning Shadow Cell.

And for those who were just beginning to emerge from the pain and exhaustion of such trying times, it did little to help their mood.

"Ugh, bloody hell! Why won't this damned shoulder heal?" cursed Betsy, rubbing her still sore shoulder area as she and Remy made their way down the halls on the upper level towards the main stairwell.

"Maybe because ya been sleepin' on it for de last two days?" reasoned the Cajun with a humored grin as he watched the usually strong young woman limp down the hall.

"Oh how would you know, Cajun?"

"Ain't dat de opposite side Warren usually sleeps on when y'all cuddle up?"

That earned him a rather dirty look from the purples hair, but as always, the Raging Cajun took it in stride.

"You really need a new hobby, Remy," she muttered as she moved her shoulder around a bit in order to get the soreness out, "Why don't you go bother Rogue for a while?"

"Hey, she and blue boy are tryin' to have a little family time wit their mother and Remy doesn't wanna intrude."

"Oh wow, Remy Lebeau actually being considerate for once. Let me call CNN."

"Hey, I'm serious cherè," he argued in a more serious tone, "Dis really means a lot to Rogue and her brother and Remy knows from experience dat family matters are usually best kept in de family."

"Right…" said Betsy skeptically, "So you're telling me that this has absolutely nothing to do with the fact that Rogue can touch now and you're still hesitating to take advantage of that."

"Hesitatin'? What are you talkin' about Betsy?"

"Oh please, Remy…Don't try to bullshit your way out of this one. I, along with pretty much everybody else in the institute for that matter, know you have a thing for Rogue. Hell, a blind man would even be sickened by the way you two flirt day in and day out. It's clear you want her and it's clear she wants you for that matter. So why don't you both just save yourselves the trouble and be done with it?"

Gambit was about to argue her point, but the snide look on Betsy's face that only a trained ninja could match stopped him cold in his tracks. As much as he hated to admit it, she did have a point. It wasn't like he had ever tried to hide his feelings towards Rogue and after the mission it became all the more clear that his attraction to her went a lot further than playful flirting.

But despite this, he was still reluctant to take it to another level.

"Well to be fair…Dis ain't necessarily a good time," he made after pausing briefly to formulate a response that wouldn't make him sound so overtly nervous about it, "And now dat Mystique is here, Remy's got de cherè's mother to deal with."

"Oh excuses, excuses," scoffed Betsy, "You know you can't run from it forever, luv. Now that Rogue can touch, that means you no longer have the luxury of a good excuse to keep up with your incessant games."

"Dat may be so, but dis ain't something ya can rush. Hell, it took you and de Angel what? Three years to get together?"

"Don't even try to bring that up, Remy," said Betsy, who didn't like being reminded of how long it took for her and Warren to realize their feelings for one another, "This isn't about me and Warren. This is about you and Rogue."

"Well why in de hell do ya care so much about things between me and Rogue?" he asked, getting a little annoyed, "Is it because ya want to get her off yo' back?"

"What!" she exclaimed, "No! I was just…"

Then suddenly, both she and Remy stopped in mid stride as they came across the library area not far from the stairs. Their eyes widened at the sight before them, causing them to grow a bit curious as they stepped into the room and took in what they were seeing.

"What in the bloody hell?" she said as she looked around at piles upon piles of books strewn along the floor.

It looked as though the New Mutants had been using this room as a playground or something. Half the shelves were empty and many of the books were stacked throughout the room in piles over six feet high. It made the whole library area seem a lot smaller than it really was and at the center of it all was one of the institute's newest controversial members…Vincent Freeman.

"Vincent? What on earth is all this?" exclaimed Betsy as she and Remy made her way over towards the young man, who had several books neatly laid out on a table.

"Books," he said simply, not diverting his gaze from the two texts laying before him.

"Yeah, I can see dat," said Remy as he took in the mess surrounding them, "But what in de hell are ya doin' homme? Tryin' to build a fortified bomb shelter out of paper?"

"No…" he answered, his tone not changing in the slightest, "I'm just reading them."

"All of them?" said Betsy with a slight laugh.

"If I have time, yes;"

That hadn't been an answer either of them anticipated as a strange silence came over them. They really weren't sure if he was being serious or not, but judging from how fast he was turning the pages, it definitely seemed as though it was a possibility.

"Friedrich Nietczsche, William Blake, and Mark Twain…" he said as he turned the pages on each book in rapid succession, "Real literature…Stories with characters…Ideas about valuges…Words with a message. It's beautiful."

This only served to freak Remy and Betsy out even further. For the most part, the whole mansion was still very troubled by the presence of the five mutant soldiers of Shadow Cell, but to see one of them like this was just so unexpected. After all, who would have thought that former killers could have a genuine taste for classic literature?

"Uh…Okay," said Remy, "Ya got me homme. What de hell are you talkin' about?"

"Back at Shadow Cell, we were never given much of a selection when it came to books," explained Vincent as he continued to turn the pages with superhuman speed, his photographic memory and enhanced brain function aiding him in fully absorbing all this material with little effort, "The only text we were allowed were texts having to do with war and combat. And even those were usually censored to the point of obscurity. But here, nobody has gone over these books with a permanent marker. And as long as I have the chance, I'm going to make full use of it."

Remy and Betsy exchanged glances, not knowing what to think as they watched the young soldier they knew only as a hard hitting fighter who could survive having a building fall on his head. And as they watched him set aside both books and pick up a couple of new ones, they were beginning to feel a bit weird about this and began backing away towards the door.

"Uh…Just be sure you clean all this up before the Professor finds out," said Betsy, almost running into a stack of books on the way out, "Both he and Hank are really big on keeping this place organized."

"Don't worry…I'll take care of it in a couple of seconds if I have to," he told them, picking up a few new books from one of the many stacks he had set up.

"Okay den…Well, knock yourself out homme."

Upon leaving, Remy closed the door behind them, thinking that was just too weird even by their standards.

"At least they've found something to do other than training," shrugged Betsy.

"I guess so," conceded Remy as they both began to make their way down the stairs, "But I get de feelin' dat dis place is gonna be a lot more interestin' now dat those hommes is around."

* * *

Down in the sublevels, things had been relatively quiet ever since Mystique had been released. And with much of the resident population still recovering, there were no danger room sessions planned for the day, but that was going to change soon enough since things were finally beginning to stabilize to some extent. In addition, the Professor was eager to get the team organized again and with Shadow Cell now in their ranks, he was eager to see the kind of impact they could have on the team as a whole.

In order to prepare for such a time, Hank and the Professor had been doing some extensive work on the lower levels. For the most part, the damage done during Shadow Cell's initial attack had been repaired thanks in no small part to help from the New Mutants and their so called 'mutant ingenuity' as Hank put it. With Cerebro nearly up and running at full power and the danger room being refitted and revamped for their new settings, things would return to normal soon enough.

"So I hear the New Mutants have been a lot more proactive lately," said Ororo as she and Hank made their way to the hanger, which was the only place left to check before they could declare the sub levels fully optimal.

"Oh yes…It has been quite a remarkable turn for them," said Hank proudly, "With the regulars out of commission, they've really stepped up to the plate in terms of helping to get things moving again around here."

"I guess that means all those team building exercises you've been organizing have really been paying off."

"It would appear so, but I suppose we should also chalk it up to responsibility. For even the rowdiest of youngsters will set aside their nature when their home is in need."

"That's definitely a good sign. If they keep it up, I'm sure they'll be ready to join the regulars in no time."

After that, Ororo was forced to stop for a moment and let out a deep yawn for what Hank calculated to be the fourteenth time. In addition, there were also dark circles under her eyes that had become quite apparent over the past few days. While Ororo had tried to hide this, there really was no feeling a mind like Hank's.

"Still tired I see," he commented as he gave her a few moments to rub some of the sleepiness out of her eyes.

"Yes, well…It's been quite trying lately."

"I certainly wouldn't argue that, but are you sure you're getting enough sleep Ororo? You're starting to worry me."

"Well, don't concern yourself too much with it, Henry," she said, managing to cast her friend a reassuring smile, "I'm okay…Really."

"Right…" he said, not sounding convinced, "So am I to understand that nothing too pressing is on your mind?"

"Of course not," she said confidently as they started moving again.

"Okay then…Let me rephrase that. If something isn't on your mind…Could it possibly be someone? Namely a certain burly Canadian with a set of adamantium claws in his hands?" he said with a slight grin.

That got Ororo to stop once again as she turned to face her curious friend with a weary expression. Knowing exactly who he was referring to, she couldn't help but blush…Which more or less gave away the fact that Hank's acute perceptions were right on target. The former weather goddess had been trying hard to hide it these past few days, but as Hank's observations clearly proved, she hadn't done a very good job.

"Oh…So you noticed," she said, diverting her gaze so he wouldn't see her blush.

"It was somewhat hard not to, my dear Ororo," said Hank with a laugh, "I question the perceptive aptitude of anybody who didn't."

"Well I guess that's your call. Either way, it's not like I can argue the point."

"I would think not," said Hank, trying to lighten the mood a bit, "So…Do you wish to talk about it?"

Ororo merely sighed.

"It's complicated, Hank."

"How so?"

"For a lot of reasons, actually. You know Logan and I have always been pretty close as friends. I have, after all, known him since I graduated. And granted, at first I saw him as a bit of a wild man. But I quickly came to see that he had a real heart in that tough, burly body of his. He's a walking mystery…Even to himself in many ways. And he just…He's so closed off to everybody and the only time when I can get him to open up is when I push him."

"Well that alone should be considered quite an accomplishment," said Hank in response, "You are probably the only one here except for maybe the Professor that can get our feral friend to reach out. Now I know I haven't been here nearly as long as you two have, but I don't think I've seen anyone have the kind of impact on him that you have."

"Really? You think so?"

"I know so. Don't tell me that you question my acute observations."

"Wouldn't even dream of it, Henry," grinned Ororo, "But I guess the real issue isn't how things have been between us in the past…It's where things are going now. Ever since the sentinel incident, he's been a bit more reclusive than usual. He just wouldn't stop blaming himself for the state between humans and mutants."

"But you've been there for him, haven't you?" argued Hank, always one to work to prove his point.

"To some extent…Yes," she affirmed.

"Then maybe you should take another look at your situation Ororo."

"What do you mean?"

"Think about it…" he reasoned, "The way you're always able to bring him out of a rut, the way you seem to admire his heart and spirit, and on top of it all, the way you two simply interact on a personal basis…I think it's very clear that you both are attracted to one another."

Ororo once again tried to fight off a blush. In the back of her mind, she knew Hank was gong to conclude to that point and in many ways she just hadn't come to accept that yet. Sure she and Logan were close, but not close in THAT way. At least, that's what she kept telling herself.

Only now that an outside observer was bringing it up and putting her on the spot, the former weather goddess found it rather difficult use that as an excuse again.

"Oh…Uh, well I…" she stammered, but that only served to prove Hank's point.

"Oh come now, Ororo," said Hank, who couldn't help but laugh at his friend's rather humorous reaction, "Can you honestly tell me you're not attracted to him? If not in a deeper sense, than at least physically?"

"Well…He is very attractive. That much I will concede to," said the former weather goddess with a grin.

"Then that's half of the solution right there. I've seen the way he looks at you, Ro. The man is clearly affected by you. And bear in mind, we're talking about a man who isn't affected by much outside of combat. And I think that if the both of you truly feel these things, then you should confront them."

"Confront them?" she said, sounding a little nervous upon hearing that, "You really think so?"

"I know so," said Hank in full confidence, "Now granted, there are a few areas that I am certainly no expert on…Love being one of them. But with everything that's happened…Especially regarding that girl…I think you owe it to him and to yourself for that matter to let him know how you feel."

Ororo thought about that for a moment. It wasn't exactly calming to say the least, for the idea of having this talk with Logan made her nervous just thinking about it. Part of her was just worried that because of this man's nature, he would reject such things because of his secluded persona. On top of that, she thought it was doubtful that he would want to pursue something more than friendship if it ran the possibility of being a detriment to their friendship and their overall function as teammates.

Yet still, that didn't take away from the truth in Hank's arguments. If he was attracted to her in the same way she was to him, wouldn't that be enough for at least something to develop? And anxiousness aside, what if he was really willing to give it a try?

It was a complicated matter for the former weather goddess…One that would most certainly take some major thought on her part. But for now, there was just too much going on with the complications of Shadow Cell's arrival and Mystique's recruitment. She knew she couldn't use that as an excuse forever, but it was only a matter of her trying to get it out in the open before it drove her crazy.

"I'll…Think about it, Henry. Thanks," she said, smiling warmly at her friend, hoping his advice would come in handy for when the time finally came.

"Think nothing of it, Ororo. What are friends for?" replied Hank, returning her gesture as he punched in the security code for the hanger and opened the heavy metallic door, "Now if you'll excuse me, I think there's a certain X-jet that needs some…"

Then suddenly, Hank McCoy found himself cut off in mid sentence by an unexpected sight. Both he and Ororo stopped cold in their tracks as they took in what they were seeing, a look of great surprise and shock falling over them as they quickly learned that that the lower levels weren't as desolate as they had expected it.

"Come here to make some adjustments to the X-jet?" asked Scott Summers as he came out from the underbelly of the high tech craft, which now looked completely cleaned, waxed, and utterly spotless.

"Uh…Actually, yes," said Hank as he began to walk around the perimeter of the aircraft, his eyes quickly widening at some of the things he saw.

"Well don't bother, I already gave her a little tune up," said Scott as he wiped some of the grease off his hands with a rag, "The avionics were a little unbalanced so I reconfigured the fly by wire system and the digital relay so that the mechanisms can communicate easier. I took a look at the engines and saw that the fuel to air mixing ratio was off a bit, so I tweaked that as well to give it a little extra push. And I also did an overhaul of the cockpit because during the fight, I noticed that a few of them flickered a bit during evasive maneuvering, so I spaced some of the wiring out and adjusted some of the gyros to make them a little more forgiving for times when the overall structure of the aircraft is stressed."

Hank looked back at the young man with a deeply impressed look on his face. Going over some of the wing components, he could clearly make out some of the adjustments he had made. And from the looks of it, he had done them with surgical precision. Not many people could have managed the advanced technology present on an aircraft such as the SR-77, but Scott seemed to work it as if it were a regular car.

"My, my…You even managed to wash out the intakes," he said with a smile, noticing how clean the whole thing was.

"Yeah, well, they were filthy," shrugged Scott.

That evoked a smile from Ororo, since something like this, tending to and cleaning the X-jet, was often so tedious that it was used as a punishment at times for the students. Yet for Scott, he didn't seem too frustrated with it in the slightest.

"Wow…You certainly do know your way around the hanger," said Ororo with an approving smile.

"Of course, ma'am," said Scott, still respectful of his superiors as the dutiful soldier he was, "I know pretty much everything anybody could possibly need to know about planes. If it flies, I'm you guy. It was one of the special tasks I was assigned back at Shadow Cell. I tended some of the most high tech aircrafts in the world, so naturally this thing was a snap."

"Indeed…" said Hank as he checked some of the airfoils on the wings, "You simply must tell me how you managed to balance these things, Scott. I've been frustrated by them for months."

"Well it's actually not that hard when you look at it a certain way," said Scott as he made his way back over to the area under the wing to explain some of his work, "You see, the fiber optics run information along at a higher speed than regular wiring and it's really only a matter of recalculating the relay speeds and rewiring some of the electronics so everything is in sync. It's just like the configuration of an F-22 Raptor, only with more advanced fiber optics."

"Ah, I see it now…" said Hank, growing increasingly fascinated by this young man's work, "But how did you managed to rework the engines to optimize the fuel mixture?"

"Oh well, that's a bit more complicated. You see…"

After that, Ororo felt as though her presence was no longer required. At this current rate, Scott and Hank would at this for hours, which was fine with her since it would give her some time to think about her current state with Logan. But even as she left, she couldn't help but look back and smile. It seemed as though the five mutant soldiers that had once lived a life of such great restriction were finally beginning to find their place.

* * *

Outside in a grassy area just beyond the pool, Jean, Wanda, and X23 were all doing some of their usual CQC spar practices. It wasn't something they did because they were ordered to. It was mainly done out of habit because they were so used to working each day to improve and maintain their skill level. This gave them something to do and a means to avoid the others, many of which were still weary of them. But that was their problem.

It was a little after one and the sun was shining high in the sky, so pretty much everybody in the institute was up at this point. It made them a lot harder to avoid, so naturally the three girls used the outdoors as their sanctuary. Even though they had been trying to adjust to these new surroundings and their new housemates, it was still a slow, nearly stagnant process and because of that, they sought solstice in the bliss of combat training where everything was set and nothing was ambiguous.

"Okay, X…You're up," said Jean as she and young X23 stood ready to spar for yet another run through of advanced CQC motions.

"You ready?" she asked, taking on a ready stance as she prepared for her attack.

"You know it!" said Jean in response.

"In that case, on my mark…" said Wanda, who was acting as the stand in guide for the exercise, a task that Magnum had once been responsible for, "Ready…And move!"

Jean and X23 then sprang into action, skillfully and efficiently running through their course of maneuvers in perfect harmony. Their fists met, their legs thrashed, and their whole bodies moved with the swiftness and power that had so often taken them onto the battlefield. There were never any winners in these exercises, they only stopped once they managed to come to a draw, which could take anywhere from five seconds to five minutes.

Luckily, this time didn't take too long. It was barely under half a minute when Jean and X23 stopped, their fists coming together and their arms in a parallel grasp that hindered any further actions. And upon accomplishing this, the two girls broke the grapple and gave one another a respectful bow as was the custom of all their spars.

"Glad to see we still got it," said Jean as she stretched and flexed her limps.

"Yeah, civilians or not, we still know how to kick ass," said X23 in agreement as she cracked her neck a bit, a custom many recognized as being practically identical to what Logan did after a fight.

"Well I guess it's like Vince said earlier…Once a soldier, always a soldier," said Wanda as she began to stretch as well.

"Amen to that," said Jean as she did a few more quick mini-exercises, "Speaking of which, how have things been between you two since…Well, you know."

Wanda blushed slightly from that, but it wasn't too noticeable thanks to years of hardened training. Naturally, it took a lot for a strong soldier like her to fall into such a state, but since she and Vincent came clean about their feelings for one another, there had been plenty new factors for the both of them to reconsider the way they viewed their world. Having told Jean, Scott, and X23, they had the advantage of some genuinely strong support from their friends. Yet still, it was very new to them to say the least.

"Yeah…That," said Wanda, her mood shifting slightly as she thought back to some of the things that they had worked out over the past few days, "It's been going well I guess. I mean, neither of us has had any relationship experience, so we're taking it slow."

"Yeah, slow is good," said Jean, keeping up with her stretches, "That's how things were between me and Scott when we first got our feelings out in the open. But then again, we were only 15 when it happened and it had been building for years."

"Well you had youth on your side. Vincent and I just kept it all bottled up for the most part," muttered Wanda, remembering just how many complications that had brought them.

"But you both came around in the end, didn't you?" said X23, who may not have been an expert, but she still knew Vince and Wanda well enough to understand where they were coming from.

"Yeah, I guess you're right about that," conceded Wanda, "But it's just…We've spent all these years with these pent up feelings that…Well, I guess neither of us wants to waste any more time than we already have. We still want to take it slow to get the feel of this whole thing, but we also want to make up for all the moments we missed."

"Yeah, I know the feeling," said Jean with an empathetic expression, "And given how we're so used to living from day to day, I don't blame you."

"I know. But that's kind of my point," continued Wanda, "We want to move forward, but I guess we're both a little afraid to do that."

That last part got both Jean and X23 to look at their friend a little strangely. For in all the years they knew her and fought with her through battle after battle, not once did she ever so much as hint that she was afraid of anything.

"You…Afraid?" said X23 with a skeptical glance, "A girl who once brought down a Russian Tanker with a live nuclear warhead and eviscerated an entire Columbian militia? Actually afraid?"

"Yeah, yeah…I know," she muttered, "Wanda Maximoff, the Scarlet Witch…Afraid of something. So sue me."

"Hey, hey…Come on, Wanda. We didn't mean it like that," said Jean, acting quickly so as not to bring her any more grief than she already had endured.

"I know…But it's not something I can deny, really. I honestly am a bit afraid about where things between me and Vincent are going. I love him…You guys know that, don't you?"

"Of course we do…" said X23 with a sympathetic gaze, "You've already made that abundantly clear over the years."

"Then you should also know that we both don't really have much of a history with love…If you can even call it that. My so called 'loved ones' threw me away and abandoned me. His loved ones were heartlessly killed."

"And now you're both worried that history may repeat itself, aren't you?" said Jean, who was now beginning to understand where she was coming from.

"Yeah, I guess we are," she said, her voice growing a bit more distant, "Maybe that's what's been holding us back all these years. Maybe that's why we've been taking it slow. But if things between me and Vincent are ever going to really move forward, then we'll have to work past these kinds of things."

Wanda let out a deep sigh as she thought back to how far she and Vincent had come. It wasn't just that night when they finally told each other how they felt that hung so strongly in her mind, it was the countless volume of other memories she had floating around in her mind of her and Vincent growing so close over the years. In some ways, they had already made it through some of the most significant complications in terms of their relationship, but in others they still had a long way to go.

But what really struck Wanda more than anything else was simply the fact that she had never had something like this before…Someone she truly did love with all her heart. But throughout the past, she had just endured so much heartache after her father threw her away that she really didn't know how she was going to go about something like this. She honestly couldn't see herself with any other man. And because of that, she wanted to truly make this count.

"Hey, it'll be okay, Wanda. Trust me," coaxed Jean, placing a reassuring hand on her friend and comrade's shoulder, "If Scott and I can do it, then so can you."

"I hope you're right about that, Jean…I really do," she said, feeling a little bit better now that she had gotten that off her chest, "I just love him so much. I know he's the only one for me."

"Then that's all you really need, isn't it?" reasoned X23.

Even for someone who didn't really understand love, Wanda had to admit…X23 knew how to keep things simple. And for that, she couldn't help but smile.

"Yeah, I guess you're right, X. Maybe I'm just making this more complicated than it has to be."

"Love is always complicated, Wanda. Believe me, I know," said Jean, speaking from experience, "But if you and Vincent really do love each other like I know you do, then I think you'll both be able to work things out in the end. And trust me, it's definitely worth it."

"I'll take your word for it, Jean…Thanks," said Wanda with a smile.

"Hey, what are friends and fellow soldiers for?" the young redhead smiled in response.

The three girls began to prepare for another round, stretching and breathing in the way they were so thoroughly taught over the years in preparation for another quick run of their skills. Even if they weren't soldiers anymore, that didn't mean they wanted to let themselves slide in terms of skill and prowess. Regardless of how Sinister and Magnum betrayed them, some of the things they had taught them along with the General still resonated in their minds and they would continue to do so as long as they thought of themselves as soldiers.

"Okay, who's up next?" asked Wanda, feeling ready for another go.

"How about you and me?" said X23, "I noticed my rate of execution is a bit sluggish in regards to my reflexes."

"Probably because you're not used to doing this in civilian clothes," commented Jean.

"Tell me about it," she muttered as she adjusted her shirt, which was actually something she borrowed from Amara, for what felt like the fifteenth time, "I swear, I don't know what other girls see in these clothes."

"Yeah, me too. I think it has something to do with being 'trendy,'" said Wanda in a sarcastic tone.

"Trendy? Sounds overrated to me," said X23 as she cracked her knuckles in preparation for the next round.

"Can't say that would surprise me," said Jean in agreement, not knowing how much longer she could last in this Betsy girl's clothes.

The three girls were about to go at it again, then suddenly, a new figure entered the area and caught their eye. Usually, the appearance of a new figure was cause enough for them to find another area to train since much of the student body still wasn't very comfortable with them to say the least. But luckily, this was Logan…A man who probably knew where they were coming from better than anybody.

Naturally, X23 tensed a bit, for she was still very awkward around this man and continued to get strange feelings when she was around him. This was certainly not lost on Wanda and Jean, who knew very well why the former living weapon was so conflicted. After all, this man was technically her 'father' in many ways.

"Heya, ladies. Am I interrupting something?" he asked in his usual gruff tone.

"Of course not sir," said Jean respectfully, both her and Wanda adjusting their poise somewhat in the presence of a man who was still their superior officer in their eyes.

"Hey, come on. You know how I feel about the whole 'sir' thing. Call me Logan, or Mr. Logan, or something that doesn't make me sound like some asshole officer. Because believe me, I've had enough of those kind of people in my life as it is."

The two girls smiled in response to that, for they most certainly didn't doubt him if what they knew about his history was any indication.

"As you wish…Mr. Logan," said Wanda, forcing herself to try it out.

"There…Much better," he said with a wolfish grin, "I was just comin' out to tell you that Ororo made some lunch if you ladies are hungry."

"Thanks, but we'll manage. We're still adjusting to this whole, three meals thing," said Jean.

"Yeah, back at Shadow Cell, we were only allowed a couple of meals and it was always the same oatmeal goop with all those vitamins and shit to help us grow stronger," added Wanda, the taste of that universal meal still hanging strong after so many years of eating it.

"Well this ain't Shadow Cell ladies," stated Logan, still trying to get that point across since they still acted like they were in the military, "Here you're allowed to be lazy, eat junk food, and speak your mind."

"Yeah, we know…We know," sighed Jean, having heard that bit plenty of times before, "It's just not something we're used to."

"And I ain't sayin' that keeping up to par with yer skills ain't a good thing. Hell, I can't say I mind ya bein' so respectful of all the elders here. But now that yer here, I think ya should take some time to make up for the kind of stuff you missed out on."

"Stuff? What kind of stuff?" asked Wanda.

"Shit, I don't know," said Logan, scrambling a bit for examples, "Things like…Krispy Kreme doughnuts, Playstation 2 video games, and memorizing episodes of the OC or something. It's different for everybody, but we all want ya to find yer niche here."

"Well, it's still a bit of an adjustment for us," said Jean, not even knowing what any of the thing Logan had suggested even were, "But I guess it just takes time. I mean, this is just what we're used to doing."

"Hey, ya can take all the time ya need while yer here, ladies. Just don't be afraid to step outside the box every once in a while," said Logan.

Having said what he needed to say, Logan was thinking about heading back in, the smell of Ororo's unique blend cooking already enticing his scents. But before he gave into that, he noticed that X23 hadn't said anything. He knew she was still acted strangely around him. Hell, the same thing went for him as well, but as long as they were living at the mansion, they might as well at least try to grow comfortable around one another.

After all, given what they had been through, only Logan could possibly understand the kinds of things X23 had been through and only she could possibly understand him in the same way.

"What about you, kid?" he said, turning to the young girl who shared his blood, "You alright? Ya haven't said anything."

"No…I'm fine," she said in a somewhat mechanical tone, which was usually just her way of hiding inner conflict, "And please, don't call me kid."

"Well I sure as hell ain't gonna call ya a number, so we're gonna have to work on that at some point."

"Well just so you know, we already tried that when she first joined," said Jean, remembering back to those early days when X23 was still more weapon than person, "I think we must have gone over half the names in the phone book."

"Yeah…I remember," muttered the former living weapon, "But X23 is the name I've always gone by. I know it's more a designation than a name, but that's just who I am."

"Well it's still not a name for a teenage girl," argued Logan, "Maybe it could be a decent codename, but if we're gonna help ya build a decent life, we should at least give ya a decent name."

"Yeah, that's exactly what the officers back at Shadow Cell said too," she replied, having had this argument enough for one lifetime, "They even tried to give me one. They were going to call me Bushwacker."

"Bushwacker?" said Logan, not knowing whether to laugh or cringe at that one.

"Yeah, yeah…I know. It sucks. But thankfully, some dumb prick at the CIA with a cybernetic arm got that one before they could thrust it onto me."

"Well I think it worked out for the best," said Logan with a slight chuckle, "But still, we're gonna have to work on that. Maybe not today, but at some point we're gonna get you a name that you can be proud of. That I promise ya…Ya hear?"

"Yes…I understand," said X23, finding it a bit difficult to look him in the eye without getting this strange feeling in the pit of her stomach.

Logan simply cast the young girl a smile, a rare occurrence to anybody who knew him. But there was just something about this girl…Something about the way she made him feel. He couldn't quite put his finger on it, but whatever it was, it was very powerful if it was enough to get him to smile.

While he would have loved to stay and ponder such things, he decided against it since it just seemed so complicated at the moment. But in seeing the look of hope that fell upon the young girl's face when he made her that promise definitely made it something worth thinking about.

"Well, I'll leave you ladies be for now," said Logan as he turned to head back into the mansion, "But at some point, I want ya to sit down and try Ororo's gumbo later tonight."

"Sure thing," said Wanda, as she turned back towards he comrades in preparation for another round.

Then suddenly, Jean got an idea. She looked back at Logan and then towards X23. She wasn't sure why, but damn it something had to be done. This girl had something none of them had…A blood relative that truly cared about her. And after having endured so much harsh loss over the years, they figured that if anybody deserved a chance, it was X23.

"Hey Logan, wait!" said Jean, causing him to stop in mid stride, "Would you like to train with us?"

"Huh? You serious?" said Logan, finding this to be a little sudden.

"Of course," said Jean, despite the strange look X23 was now giving her, "Come on, we'll show you a little CQC. X, you want to give him a little sample?"

The former living weapon was definitely confused by her friend's actions. Jean was never one to do things so suddenly and without reason. But in this instance, the young redhead knew this was necessary…For if one of them didn't get things going, chances are that neither X23 nor Logan would do so either given their legendary stubbornness.

'Jean, what the hell are you…' began X23, but Jean was quick to cut her off.

'Just give him a chance, X…Please. Trust me on this one.'

The former living weapon may not have been one to embrace the spirit of spontaneity, but she did trust Jean with her life and if she was doing this because she thought it would benefit her…Well, then that was good enough for her. It was just a matter of working through some of this awkwardness that remained between her and her only blood relative.

"Uh…Okay, so how does this work?" asked Logan, who seemed to share X23's state of mind.

"Well…Here, let me show you," she said as she took a stance.

It was from here where Jean and Wanda simply watched, happy to see that their young comrade, who had been denied so much in her life, was finally getting a chance to experience something that she had never experienced before. And as they watched the two former living weapons quickly get into the spirit of CQC, the two older girls exchanged an approving smile, for it showed that maybe there was some hope for them here after all.

* * *

AN: Well, things are still plenty awkward in the Xavier Institute with Shadow Cell and Mystique among the ranks. But it's getting there…At least in some ways. But don't worry folks! There's still more to come as Shadow Cell works to adapt to life as X-men and Mystique starts rebuilding some of the things she had lost. The drama, action, and romance isn't over yet, so stay tuned to see where it all goes from here! As always, I urge you all to REVIEW! Send them to me via email or post them on the fanfiction website! Thank you all very much for reading and I wish each and every one of you the best!

INSERT WACKY COMMENT HERE! REVIEW!


	54. Initiation

**Sinister Soldiers  
Chapter 54: Initiation**

****

* * *

After a few more days of rest, the regulars were finally ready to get back into their normal routine. That meant things like school, training, and danger room sessions were once again going to dominate their lives. Even with the Shadow Cell incident behind them, that didn't mean that the world was any less hostile than it was before. And as much as they would have liked to continue their downtime, their duties as X-men eventually caught up with them.

For the five mutant soldiers of Shadow Cell, however, things didn't get any better with the regulars up and about. Everybody still cast them suspicious glances, looked strangely upon their unusual habits of sleeping only three hours a night, and found their overall presence to be very unsettling given what they had seen from them in the fight against Sinister and GURSO.

On top of that, they were still adjusting. Finding their place at the Xavier Institute was far from easy, but they did manage to occupy themselves with some tasks. Things like training, reading, and tuning up the many X-vehicles at the mansion were among their most common activities. Nevertheless, they remained reclusive and kept their distance.

Mystique also had a fair amount of trouble adjusting as well, but in her case, it was not necessarily as bad as Shadow Cell's predicament. She still had her kids and spending time with them was all that really mattered in her mind. The rest of the X-men still looked at her with a great deal of suspicion, but she didn't care. They could hate her all they wanted, but she was NOT leaving this time. She owed as much to her children and she was not about to let them down. She still harbored a deep grudge against Shadow Cell, but she managed to keep that under wraps while she focused mainly on Kurt and Rogue. But she had to admit that in some ways…It was nice not being the only one garnering suspicious glares.

Shadow Cell and Mystique still had plenty of problems to work thought…But problems aside, their new lives were definitely a step up from their old ones. Sure, there was still plenty of conflict…But they were becoming increasingly used to the odds and ends of the Xavier Institute. And now that things with the X-men were beginning to return to some sense of normalcy…That left them open to take care of a few other matters that would hopefully help solidify their place among the team.

* * *

Scott, Jean, Vincent, Wanda, and X23 were making their way down the corridors of the lower levels to the danger room for their first scheduled team session. The Professor had been adamant about getting them involved with everyday duties at the institute, but it wasn't exactly something they worried about. After all, they had endured sessions way more rigorous than anything this man could muster.

They had been allowed to use their guns again for the session, for the Professor seemed interested in gauging their level of skill in their most optimized state. Even though they had wanted to distance themselves from the life of Shadow Cell, they still saw their guns as such a major part of their being and not having them was just too awkward for them. They were still soldiers and a soldier without a gun might as well have been bear ass naked in their minds.

They also were issued standard X-men uniforms, but right off the bat, the five mutant soldiers hated them, thinking they were overly bawdy, inefficient, and ill-made for combat. So naturally, they made a few adjustments, customizing each one of their respective uniforms into a slight variation of their old Shadow Cell gear. They kept with their color scheme, but also reworked the overall aesthetics. Scott and Vincent cut off the sleeves so their arms could move more freely without stretching the fabric and the girls had cut of some areas of the mid section to allow for greater flexibility. In addition, they also stuck on a few holsters for their guns and an attachment for their knives. By the time they were done, they looked like a cross between an X-man and a Shadow Cell soldier.

"These new uniforms will definitely take some getting used to…But they'll do," said Scott, flexing his arms a bit as he and his comrades made their way towards the secure entrance to the danger room.

"Yeah, at least their better than the shitty gear they gave us earlier," said Wanda, who was doing a last minute check of her guns, "I swear, I don't know how these people can go out in public in those things. They might as well be wearing billboards saying 'Hey! Over here! Shoot me!'"

"Shows just how little combat experience they really have," said X23, cracking her neck a bit as she so often did before a fight.

"Well keep in mind, they think of themselves as peacekeepers and not soldiers," reminded Vincent as he wrapped his bandana around his forehead.

"Peacekeepers still go into war zones last I checked, Vince," said Jean, "And regardless of your intention, there's really no distinction on the battlefield. It's kill or be killed…Fight or be subdued."

"Such is the price of living in a world of both war and peace," added Scott, remembering that little quote from the General.

"Well said my friend," said Vincent with a slight grin, "I just hope that we adapt to this strange layout. It certainly isn't like Shadow Cell."

"Yeah, that's for sure," said Wanda in agreement, "Everybody still looks at us as if we're aliens or something."

"That's just because they find some of our little rituals a little stranger," reasoned Jean, "And honestly, I don't get why they think waking up at four in the morning to train is so weird. Hell, we used to get up earlier than that."

"I don't know, Jean. Some of these people are just weird I guess," shrugged X23.

"That…Or maybe we're just extremely messed up for having lived in a world where every part of our lives was regulated for the sake of turning us into soldiers and killers," said Scott, trying to see things from a different perspective as the Professor so often encouraged.

"Yeah…That's definitely a possibility as well," said Vincent with a sigh.

The group of young soldiers made the final turn down past the main training wing leading up to the entrance to the danger room, but along the way they passed a rather unexpected face. And as was often the case since their arrival, they were met with a distasteful scowl…Only this time it was for a very different reason.

"You! Why the hell are you down here?" said Mystique with a scowl.

"Nice to see you too Ms Darkholme," said Vincent, rolling his eyes as such from her reaction to their presence, which he and the others had grown somewhat accustomed to at this point.

"Don't patronize me!" she spat in response, "I get that enough from everybody else here and I don't need it from you!"

"Oh, so you don't think they hate us as well?" quipped Jean, "If I recall, you're not the only one here under suspicion."

"Yeah, at least you have your kids," added Scott.

"That's besides the point!" said the shape shifter in response, her tone not changing from her distasteful manner, "This has nothing to do with the others or how they see you. This has more to do with me simply not feeling all that comfortable around you after what you did to me back with the Brotherhood!"

Jean let out a bit of a sigh at that, remembering how she had basically tortured and mind raped her to get the information regarding Magneto's location out of her. Looking back, she wasn't proud of that since it had all been under the direct orders of Mr. Sinister and they had just been tools. But that didn't take away from the pain she caused her, which only served to give her a rather distasteful view towards them.

"Look…About that," began Jean.

"I know…I know," said Mystique, cutting her off before she could begin, "You were under strict orders. It was your job to get the information out of me and all you did was comply with the orders you were given. Trust me I've been in the game long enough to know how it works."

"And even with that in mind, you still don't like us," stated Wanda, growing increasingly annoyed by this woman's tone.

"Of course I don't like you! You think I enjoyed being tortured!" she shot them, the sting of the injuries they had caused still festering on some level even though they had long since healed.

"Well if it makes you feel better, I'm sorry I did that to you," said Jean, thinking this lady was just getting too hysterical, "Look…I never usually apologize for what I do. I'm given an order and I see it through. But we were used this time. We were just pawns in Sinister's game. He used us in the same way he used your daughter. But we helped save her, didn't we?"

Mystique was silenced by that for a moment. She maintained her bitter demeanor, but she managed to ease her aura of hostility for the time being. Even though she wasn't too fond of Shadow Cell for what they did to her, she couldn't deny that they had saved Rogue and they had trusted her even when the X-men hadn't. They were probably the only other residents at the institute she could possibly relate to. They were soldiers and she was a former mercenary. In some respects, they should have been friends or even allies, but that little detail of what they did to her on their first encounter was just a little hard to get over.

"Look…I know I owe you. Don't think for a second that I'm not aware of that," said Mystique in a more serious tone, "But just because you trusted me and helped me save my daughter doesn't mean I can forget about all the pain you caused me!"

"I'm not saying I would expect you to," said Jean in her defense, "I'm just saying that I regret what I did because I know now that I was just helping Sinister and you were caught in the crosshairs. You're a soldier too Mystique. And from one soldier to another, can you at least trust me on my honor that I mean it when I apologize?"

It was an unexpected ploy, for as much as Mystique still resented them there was still that underlying link between them as being dedicated soldiers. Sure, she had been a mere mercenary, but she had been trained to think like a soldier and that was something she knew these five understood probably better than anybody else she knew. That didn't excuse them from their actions, but it did help make them a little more understandable in her mind.

"Mystique…" said Scott, seeking to help the situation.

"Please…Don't say another word," she said as she abruptly began to make her leave, "I'd rather not continue this discussion."

The five mutant soldiers didn't say anything else to the shape shifter. Even though she had by no means forgiven their actions, they did respect her wishes. Maybe time would help mend the rift of what they had done to her, but then again Mystique was definitely one to hold a grudge.

Despite this, she did have a sense of personal honor. And like Shadow Cell, it was something she took very seriously even during times of great bitterness.

"Oh…And one more thing," she said, turning back to face them before she made her leave, "Thank you…For helping to save my daughter."

It was a rather unusual way to end such a tense situation…One that left the five young soldiers in a rare state of shock. But it was something that they could understand. After all, this lady had shown herself to be an enigma. Yet she had also proven herself to be one tough soldier. And for the five mutants of Shadow Cell, that said more than enough to them about her character than any bitter words ever could have.

"Damn…I don't know whether I should be confused or thankful," said Jean, still feeling a twinge of guilt over what she did to that woman.

"Knowing her…Anything's possible," said Scott, casting Jean a reassuring glance.

"Yeah, just give her a little time. She probably understands our situation better than anybody else. And regardless of the grudge I know she's going to hold against us for some time, I can see her coming around in the long run," said Vincent with confidence.

"I hope you're right guys…" said Jean with a sigh, "Because we sure as hell don't need any more enemies."

"No argument here," said Wanda with a slight chuckle, "But enemies aside, let's not worry about that for the time being. If memory serves me right, we still have a session to go to."

"Right, so what do you say we show the X-men what Shadow Cell is made of," said Scott in a determined tone as he led them down the final stretch of corridors.

* * *

Up in the control room overlooking the danger room, Professor Xavier stood with the team of regulars that made up his beloved X-men. This included Wolverine, Storm, Angel, Psylocke, Nightcrawler, Shadowcat, Gambit, and Rogue. Beast was also there, but he never really considered himself an all out member since he was more focused on teaching and technical expertise rather than field ops. Iceman and Jubilee were also there since they had proven themselves to be quite effective in terms of skill since their arrival and were being allowed to take part in qualifying sessions that would hopefully give them the skills to join the team of regulars.

It was the first time they had all been suited up and ready for training since the fight against Shadow Cell. Rest time was now officially over and it was time for them to get back to business.

"So why did you call us all up here, Professor? I thought you said you wanted us to get back into a training schedule again," said Warren as he and the rest of the team lofted about the area, preparing for their next set of orders.

"Indeed I do, my boy. But before we get around to that, there is one matter I wish to take care of beforehand and I felt that you should all be present for it," said the Professor as he punched in a few commands on the control console.

"And what might dat be?" asked Gambit as he casually shuffled a deck of cards while he and the others were waiting.

"See for yourself, Gumbo…" grunted Logan as he shifted his attention to the area below.

As the X-men crowded around the glass windows looking down upon the high tech training area known as the danger room, there were a few mixed reactions as to the revelation for their presence on the observation deck. Seeing the five mutant soldiers of Shadow Cell in X-men uniforms was not necessarily a welcome sight.

"Professor…You're not serious about letting those crazy blokes join our ranks, are you?" asked Betsy, not liking the idea of fighting alongside a bunch of gun toting killers.

"Of course I'm serious, Betsy. But rest assured, it is a consideration I am not taking lightly," he told her as he continued to boot up the special program he had prepared just for this session.

"Uh…No offense, Professor, but I can't say I'd be all that comfortable being on the same team as those guys," said Bobby somewhat wearily, "You saw what they were capable of back at the base. They're real hardened killers for crying out loud!"

"No…They ain't just killers, popsicle," quipped Logan in response, "They're soldiers…Plain and simple. What's so hard to understand about that?"

"Well…Nothing, but I'm just saying that if this is a team of peacekeepers, then is it really a good idea to let a bunch of soldiers who aren't afraid to kill on the team?"

"You're concerns are valid, Bobby," said the Professor as he turned to face the rest of his students, "All of your concerns are valid. Yes, Shadow Cell it a bit of a conflict to say the least. They are still adjusting to life here at the institute and they are still very much the soldiers they were trained to be. And regardless of their commitment to the team, I understand that such skills cannot be untaught. So in this case, we must simply make the best of their abilities and see if they can't help us in our fight."

"But how is using trained killers going to help?" said Kurt, who seemed to share Bobby's views about letting these guys on the team.

"That's exactly what this exercise is to find out," replied Xavier as he turned towards Hank, who had been making some last minute adjustments on the computer AI, "Are we ready to go Hank?"

"Just one more quick adjustment and…There!" said Hank triumphantly, "Okay Charles, the program is primed for activation."

"Good…Then let us begin."

Down in the spacious area of the danger room, the five mutant soldiers were making a few last minute preparations for their approaching session. For the most part, they kept with many of their Shadow Cell traditions of checking their guns, doing a few stretches, and using some of the breathing and meditation exercises that Magnum had taught them. While this may not have been the military, it was still very much the same training op that they were so used to doing day in and day out for many hours at a time. To them, the danger room was no different than VR training or field exercises so they weren't really too worried about what the Professor was going to throw at them.

"Man, Xavier must have some good connections if he can get technology like this for training his team," commented Jean as she and her comrades stood at the designated starting point.

"Yeah, but it still doesn't look quite as elaborate as the VR facilities back at Shadow Cell," said Wanda.

"Well that's just because the government has deeper pockets," reasoned Scott, putting his guns back in his holsters and flexing his arms in preparation for the exercise, "But discrepancies aside, it's still a standard training op so let's just do what we do best and kick ass."

"Sounds good to me!" said X23 with a feral grin as she did a few last minute gun slinging tricks to prepare herself for the fight.

Once again feeling poised for combat, Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and X23 awaited their orders as the dutiful soldiers they were. They didn't know what to expect from Xavier, but given that he was no Colonel or Dr. Essex, they had plenty of reasons to be confident. But as always, they remembered that it still didn't give them a reason to be cocky.

"Good afternoon Shadow Cell," greeted the Professor over the intercom, "Thank you for joining us for this special session. I requested it because I simply wish to gauge your skill level in terms of capability, aptitude, and execution. And in order to do this, we will use a special program that Hank and I have designed."

"Special program, huh?" said Scott curiously as he and his comrades stood in their usual, respectful poise, "What exactly makes it so special, sir?"

"Not much, really…You see, after going over some of your performance from both your initial infiltration of the institute and the fight against Sinister, it was determined that a few adjustments would be needed in order to properly gauge your level of skill. And for that reason, we made a few tweaks to our advanced Legends program so that it will give us an accurate reading of your stats."

"Sounds simple enough," said Scott, not really caring all that much about stats and more about the plan itself, "So what's our objective with this run?"

As Xavier prepared to boot the program up, he chose from a list of objectives. Normally, he would have gone in incremental levels of difficulty, but after seeing what these soldiers were capable of, he felt as though a more challenging procedure would be appropriate in this instance.

"There will be three major objectives," he stated as he brought up a display on the computer, "First, you must make your way in separate packs through an advanced obstacles course with high level defenses set on lethal. Second, you must defeat a small contingent of guards without the use of your powers. And finally, you will have to take down several advanced sentinels."

"Doesn't sound too difficult," shrugged Wanda confidently, "It's just like the VR infiltration sims we ran back at Shadow Cell."

"Then I guess it's reasonable to assume that you don't need any further information on the safety systems?"

"Not really, Professor…Hell, our old programs didn't even have safety systems," said Vincent, cracking his knuckles in preparation for their first run as X-men.

That little tidbit surprised the Professor, but then again, given that Sinister and the people who ran Shadow Cell didn't exactly have the same ethics as he did when it came to training students, it shouldn't have been too great a shock. And given that they had operated without safety mechanisms before, it would be interesting to see how that would affect their stats and their level of execution.

"Very well then…Formalities aside, I think we're ready to begin."

"Just say the word Professor and we'll do our jobs," said X23, doing a few last minute gun slinging tricks before placing her firearms back in her holsters and stood ready as ever for the program to begin.

"Fair enough…" said the Professor, still finding it strange dealing with soldiers rather than students, "The program will load in T-minus one minute. Good luck Shadow Cell."

The loudspeakers went silent after that and Shadow Cell watched the digital display clock count down the seconds before the program began. And as the high tech components that laden the aptly named danger room began to hum with activity, the five mutant soldiers once again turned to one another for their usual ritualistic preparations.

"Okay guys…We've got a task and as always, we're going to see it through," said Scott, still remaining very much the strong leader of the unit, "This may not be Shadow Cell anymore, but we're still a unit. It's a new set of circumstances in a new world, so let's make it count. But differences aside, I think some things should always stay the same."

"Right you are, Scott…As much as I don't like being tied to the past, there are still some traditions I want to keep," said X23 with a wolfish grin as she placed her hand in the center along with the rest of their teammates.

"Believe me X…We all do," said Vincent.

Then, in a show of camaraderie that transcended acts of suffering, betrayal, and loss…The five mutant soldiers of Shadow Cell the ritualistic chant that still bound them on so many levels.

"Kuwabara…Kuwabara."

Such activities didn't go unnoticed in the observation deck among the X-men. It was a curious sight, for it showed that they truly did share a unique bond that went beyond anything they could understand.

"Man…We have GOT to get a cool chant like that," said Bobby, earning him a few strange glances.

"Quiet popsicle…The show's just about to begin," said Logan, who had a feeling that this was definitely going to be something to remember.

Back down in the vast arena of the high tech training room, Cyclops, Phoenix, Mayhem, X23, and the Scarlet Witch now stood poised to make their first run as X-men. They had completed the ritual that still bound them both in and out of battle and Shadow Cell or not, they intended to keep that for as long as they remained proud soldiers.

"Alright guys…" said Cyclops as he and his comrades gathered at the starting line, "Let's show this kiddies how real soldiers kick ass!"

"You read my mind, babe!" said Phoenix, casting her lover a slight grin as the final seconds approached.

The whole area suddenly became engulfed in a wavy haze as the scenario took shape. It was a sight that the five soldiers were all too familiar with and their objectives in mind, they soon fell into the highly focused state that so often carried them into the heat of battle.

"Program activation in 3…2…1."

"Alright team! Let's move!" yelled Scott as the buzzer sounded and the five mutant soldiers of Shadow Cell sprang into action.

The area around them resembled what could only be described in their minds as an urban combat scenario. It took place in a city that looked like New York, riddled with tall buildings and confined areas. Everything was bathed in an eerie twilight, making it seem as though it was taking place during the early evening hours. It didn't do much for visibility, but as their name implied, Shadow Cell was used to working in the shadows.

Their first task seemed simple enough…Navigate through a maze of crumbling buildings and avoid obstacles along the way. It was a tactic that they were all very familiar with and it didn't take long before their years of training and experience kicked in.

"Phoenix! Mayhem! You two take the high rode!" ordered Cyclops as they entered the maze of brick and stone, "Scarlet Witch, X23, and I will stay grounded! Stay split to spread the fire and stay in contact at all times!"

"Right! And remember, once we converge at the end, no powers!" reminded Mayhem as he and Phoenix took to the air and began flying over the crumbling structures while their comrades split up and took three separate routes on the ground below.

"Hey, one step at a time here, Mayhem," said Phoenix as they both watched several roof top based defense turrets take aim at them.

The area was soon echoing with the sound of flame throwers, laser turrets, and hidden mace barrages. But for each of the well trained soldiers, they managed to keep moving at a brisk pace. Cyclops easily managed to take down many of the laser turrets with a few well aimed optic blasts while he divided his attention between the flame throwers and the mace traps. However, with each trap that sprang up, he used his energy manipulation abilities to punch through them with a sudden burst of strength that turned the would be obstructions into scrap metal. He also kept his eye towards the rooftops where Phoenix and Mayhem were still flying, staying in sync with the leadership responsibilities that he took so seriously.

"Come on guys! Stay together and watch for the hidden traps! There seems to be more of them down the line!" he said as another mace trap tried to slow him down, only to be blown away with a supercharged punch.

"I see them Cyclops! Don't worry, they're already scrap!" said the Scarlet Witch as the sound of twisted metal echoed through the narrow paths.

Over with the Scarlet Witch, the confined area ended up working to her advantage in many ways because her hexing powers shorted out many of the obstacles before they could even be activated. Only those that were concealed posed a real threat, but her swift reflexes allowed her to avoid them before they could slow her down. She dodged some and hexed others, not allowing them to hold her back in the slightest.

X23 seemed to be making equally strong progress as she let out animalistic grunts that the onlookers from the observation deck quickly associated with Logan. Her nimble form and acute senses gave her a speed advantage over some of her comrades as her super human agility made her too fast for any obstacle to affect. Along the way, she also used the adamantium claws in her hands and feet to tear through any machinery that got in her way. At one point, she even used the claws on her feet to crawl along the side of a wall after a trap door had opened. The soldier and the animal within her were now going at full force and anything that stood in her way ended up mangled beyond recognition.

"Dude!" said Kurt, his eyes widening with amazement, watching from the observation deck as X23 tear through several mace traps while using her gun slinging tricks to take out those that were mounted up along the sides of the walls.

"Looks like you got some competition in the feral department, Logan," commented Jubilee.

Logan just smiled at that for some reason…Not knowing why, but just something about seeing a girl that shared his blood kick ass had a way of making him grin.

Back in the heat of battle, the five mutant soldiers had nearly cleared the first section. Mayhem and Phoenix continued to cover the roofs while guiding their comrades through the maze-like alleys below. There were also defenses on the roof, but they were nothing that the two well trained soldiers couldn't handle.

"Phoenix! Watch your back!" yelled Mayhem as he saw a concealed turret come up through the roof of one of the buildings.

"I see it!" said the young psychic, making quick work of the device with a little telekinetic force.

Mayhem continued to use his super speed to take care of the heavier defenses that remained fixed, making sure that they didn't slow them down or affect his comrades below. Phoenix continued to take care of the smaller, stealthier defenses with her telekinesis and pyrokinesis. She also made sure that she kept a psychic channel open for emergencies and to guide her friends down below of where they were heading so they didn't get stock at a dead end.

"Almost there…" said Cyclops from the center path as he fired off a few more optic blasts before energizing himself to punch through the final barrier that stood in his way, "Okay guys! We're just about out of phase one! Get ready to converge!"

In a show of strict and efficient synchronicity that had been built through years of training and combat experience, the five mutant soldiers of Shadow Cell linked up at the end of the first course flawlessly and seamlessly.

Phase one had been completed without any troubles, leaving the Professor and the rest of his team of mutants quite impressed to say the least. This was one of the most advanced level programs in the whole system and it wasn't doing much for them to say the least.

"Impressive…" commented Hank as he looked at the timer, seeing that they had completed the scenario with time to spare.

"Indeed…" said the Professor in agreement, "They certainly know how to use their powers and function as a team. But now things get interesting."

"Yeah, let's see how cocky those blokes are without being able to use their powers," said Betsy, who couldn't honestly say she would have minded watching Shadow Cell struggle after what they put the team through, but from the looks of it that wasn't going to happen.

Back down in the havoc of the danger room, the five mutant soldiers took out their knives and guns and stood in a standard CQC stance. They knew they couldn't use their powers here, but that didn't bother them in the slightest. After all, a good soldier never relied on a single means of carrying out a mission.

"Okay guys…Here they come!" said Cyclops as he watched what looked like Friends of Humanity guards form in what could only be described as a deserted city street with empty cars and darkened buildings.

"I count about 60," said Mayhem, his sharp mind quickly assessing the situation.

"60? Against five of us?" said Wanda, sounding more humored than surprised, "That's hardly fair. I mean there's only 60 of them."

The hologram soldiers, many of which were armed with what looked like AK-47s and Uzis, quickly surrounded them in a familiar flanking maneuver meant to box them in. But Shadow Cell had trained for scenarios like this when half of the X-men were still in elementary school, so they weren't worried.

"Alright guys! Let's give these pricks a little taste of CQC!" said Jean, firmly gripping her knife in one hand and her gun in the other.

With a contingent of heavily armed adversaries still on the move, the five mutant soldiers scrambled and let the chaos of combat take over. This time, they stayed together a little more so they could watch each others' backs, but they still had to keep their distance in order to divide and conquer. It was only a matter of balancing out each and every move their enemies made and countering them with unyielding force.

"Stay together team! Maintain standard alpha bravo form!" ordered Cyclops as he disarmed a couple guards and used them as human shield while he fired off several rounds at a couple of pesky distance fighters trying to take cover behind some of the cars.

The sound of gunfire quickly engulfed the area with shots from both sides. Normally, this wasn't the kind of program that Xavier would run, allowing the participants to use guns in a scenario…But given Shadow Cell's different level of training and skill, it was necessary to make adjustments. And so far, those adjustments seemed to be fitting them like a glove.

"Damn, what is with these guys!" said Mayhem as he ducked below a couple of cars and fired a couple of shots at the feet of a few guards, sending them into a world of pain, "I swear, Congo militiamen were more organized than this!"

"They're just programs, Mayhem," said X23 as she threw a swift, three punch combo on one guard while back kicking another and finishing off a third with an uppercut, "It's not our fault Hank or the Professor don't know the ins and outs of military tactics!"

"Well that's something we'll have to talk to him about because this is pathetic!" said Phoenix over the hail of bullets as she capped two guards taking cover behind a car and knifed another that tried to sneak up on her.

One by one, the Friends of Humanity guards fell like hailstones from a maze of bullets, fists, and kicks…Each of which was delivered with flawless fluidity, the very manner in which Magnum had taught them. Even without their powers, their enemies didn't stand a chance. And with a few quick sweeps, mixed with some disarming maneuvers followed by a few quick blows to the head, the final opponent was subdued and the five mutant soldiers of Shadow Cell stood triumphant over the maze of bodies that now littered the streets.

"Merde…They didn't even break a sweat," said Gambit in amazement.

"I know…They, like, made it look easy," said Kitty, now feeling somewhat lucky that the only injury she got from these guys was a bump on the head.

"Don't hold them so high yet guys…There's still one more objective left," said Warren, trying to keep a more realistic attitude, even though he couldn't deny that what he had seen so far was quite impressive.

"Oh yeah, like we don't know how this is gonna end…" muttered Rogue.

On the now deserted streets of the program, the five mutant soldiers put away their guns and knives, knowing that they would do little against their next opponent. They weren't allowed much time to catch their breath, but with the adrenaline still running through their veins, they hardly noticed as the ground around them began to shake with the booming sound of titanic footsteps.

"Well, so much for parts one and two," said Cyclops as he heard the footsteps grow nearer, "Guess that leaves only one left…"

"Oh goody…A giant robot," said the Scarlet Witch, her words dripping with sarcasm, "Honestly, is subtlety dead in this world?"

"Meh, what are you gonna do?" shrugged Phoenix.

Then, from both ends of the street, two massive humanoid robots came into view. Each step they took sent a tremor through the ground and they lumbered about slowly and ominously like the unstoppable titans of destruction that they were designed to be.

"Mutant target identified," one of the said in a mechanical voice, "Objective…Terminate."

"Yeah, yeah…We know the drill," grunted X23 as she drew her claws in preparation.

It was almost sad in a sense that they had heard such words from their enemies over the years. It had practically lost all meaning to them and it was just a source of annoyance at this point. Whether it came from a terrorist, militiamen, or giant robot…It was all the same to them and frankly, it was just way too overdone.

There were a total of four sentinels in all. Like the Friends of Humanity soldiers, they attempted to box them in and cut off any route of escape. But that didn't work for the soldiers, so chances were it probably wouldn't work for them. And now that they could use their powers, it was only a matter of picking a target and turning it into scrap metal.

"Okay guys…I think you know what to do here. If it's a giant robot, destroy it!" said Cyclops, not bothering with advanced orders in this instance.

"Hey, works for me!" said Phoenix as she engulfed her body in flames and took to the air.

Mayhem soon followed as they took the sentinels on the south end while Cyclops, X23, and the Scarlet Witch took the sentinels on the north end. The slow, oversized humanoids were quick to process this as they swiftly readied their weapons systems and began firing their numerous assortment of lasers and explosives at their oncoming adversaries. However, thanks to Mayhem's super speed and Phoenix's telekinetic shielding, they didn't hit anything or even slow them down all that much.

The sentinels on the north end didn't fare much better as they struggled to hit the quick and nimble X23 with the blasters built into their hands. The other one attempted to hit the Scarlet Witch, but her hexing powers diverted the oncoming blasts before they could even touch her, further frustrating their ability to stop the oncoming soldiers.

With their fire effectively drawn, Cyclops was open to deliver a clear shot. And knowing that these high tech behemoths had high tech armor, he began to charge his body up in preparation for a single death blow.

"Alright you walking junkyard…Let's make this quick," said Cyclops, his entire body now glowing with ruby red energy.

With the Scarlet Witch and X23 covering him, he had all the time he needed to work up powerful blast. The two girls knew what he was doing and stayed on the defensive, the cohesive skills as a team that they had refined over the years once again coming into play. With a clear shot before him, Cyclops used his hands as mediums and focused, channeled, and concentrated the energy into a powerful beam shot through the air with the force of cosmic and solar energy to guide it. The sentinel was at least three stories tall, so it was nearly impossible to miss. But for the sake of efficiency, he aimed directly at the head of the humanoid robot…Because without a head, it was as useless as a third world air force.

With a deafening bang, Cyclops's blasts knocked the sentinels head clear off it's body and once it was gone, the whole thing fell like a house of cards in a mangled heap.

"Nice shot Cyclops!" said the Scarlet Witch, "That's one down and three to go! But this one's mine!"

Turning towards the sentinel that was still trying to hit X23, the Scarlet Witch charged up her hexing powers, causing her whole body to glow in a purplish haze. Several fixtures throughout the street cracked and shattered as a result, but such force would be necessary for something this big. Yet despite it's size, the sentinel was not immune to the power of chance and probability…And the Scarlet Witch was intent on making it aware of that.

"Hey X! Get ready! I'm going to disable this hunk of junk like cheap North Korean electronics!" she shouted as she let her emotions take hold and directed her powers towards the sentinel.

"Right!" she yelled as she dodged yet another blast that caused one of the cars to explode, "Just get this thing to stop shooting at me and I'll take care of the rest!"

With her hexing powers to guide her, the Scarlet Witch let out a determined grunt, using her raging emotions to engulf the giant monstrosity in a bluish purple glow, causing numerous sparks to fly and triggering large scale failures all throughout it's system. This made it incapable of shooting any more, leaving X23 free to finish the job.

"Now this is more like it!" she said as she hopped onto a car, her claws fully drawn and ready for the final blow, "Alright you oversized hunk of shit, time for a little operation…Shadow Cell style!"

Letting out a loud, feral grin that was on par with that of Wolverine, X23 leapt into the air and began clawing her way up the side of the robot humanoid. With the claws in her hands and feet to guide her, she tore through the heavy metal shell and further added to the sparks that were already flying. By the time she got to the top, she had latched onto the head, ready to deliver the final blow to the brain of the beast.

At this point, the sentinel was wildly sauntering about under the affects of the hexing power of the Scarlet Witch and it's systems already sounded like they were in shambles. And in the eyes of X23, that would make her job that much easier as she plunged her claws into the back of the head, gouging out the electronic brain and effectively causing the sentinel to fall to the ground with a whimper.

And in a show of almost majestic acrobatics, X23 did a few mid air flips to avoid being taken along for the ride, landing squarely on her feet next to Cyclops and the Scarlet Witch in triumph.

"Okay…Now THAT was pretty impressive," said Jubilee from the observation deck, her eyes widening at what she had just seen.

The rest of the X-men seemed to be in agreement as they watched with amazement at what Shadow Cell had just done. But impressed or not, it wasn't over yet. There were still two sentinels left…But from the looks of it, there wouldn't be for long.

Over with Phoenix and Mayhem, they stayed in the air for the most part, flying about the air in a standard evasive move that they knew by heart. And as Shadow Cell's only flyers, their experience was their greatest edge and for the slow, lumbering robot humanoids, they had little chance of hitting them.

"Damn, these things can't aim worth a shit!" said Phoenix as she flew around to the back of one of the sentinels, causing it to grow confused as it tried to follow her.

"No kidding! If they weren't robots, I'd almost feel sorry for them," said Mayhem with a confident grin, "Come on…Let's use that aim to our advantage!"

"You mean like a Siberian saber?" she asked cryptically.

"Exactly!"

"Sounds good to me!"

Using their knowledge of countless military tactics, Phoenix and Mayhem began to synchronize their maneuvers, flying in a more organized fashion as the continued to draw the fire of the oversized robot sentinels. They remained too slow and their moves were mechanical and predictable. And that's exactly what the young soldiers would use to take them down.

"Come on metal head…That's it," said Mayhem as he and Phoenix neared their positions.

Soon, both he and Phoenix were hovering side by side in a space right in between the two sentinels. They halted their evasive maneuvering, allowing simple robot stupidity to run it's course. And as they had predicted, the two oversized behemoths did exactly as they were programmed and attempted to fire at the both of them.

"NOW!" yelled Phoenix, just as they were about to unleash the power of their laser cannons.

With split second timing, the two young soldiers used their flight mastery to effectively dodge the deadly blast, causing the two sentinels to hit each other instead of them. The impact was almost immediate, sending a deafening bang all throughout the area as gaping wounds formed as a result of the impact.

It had gone exactly as Mayhem and Phoenix had predicted and now the two sentinels were stumbling in an effort to regain their balance…But the damage had been done and there was little fight left in them at this point.

"The bigger they are, the smarter they ain't," said Phoenix as she and Mayhem watched the lumbering behemoths stumble about.

"Guess that means they must have been built for firepower and not brains," commented Mayhem, "Too bad firepower only goes so far in the heat of battle."

"Tell that to the guy who made these things…" muttered Phoenix, "Now come on…Let's finish them off!"

"You read my mind, Phoenix!"

"Bad pun, Mayhem."

"Yeah, yeah…I know. I guess that happens when I get disappointed over a challenge that I thought was going to be hard."

With his super speed, strength, and agility, Mayhem tore into the metallic menace like a hot knife through butter. Using the gaping wound as an entry point, the powerful young mutant flew up through the elaborate components of the sentinel, plowing through it with ease and emerging right up through the head as the now mangled robot fell to the ground in a crumpled heap.

"Some mutant killing machines," commented Phoenix as she got into position just above the sentinel's head, "They should know better than to play with fire!"

Then, in a show of raw telekinetic and pyrokinetic force, Phoenix delivered the final death blow to the sentinel, effectively ripping it's head off and knocking it over like a set of bowling pins. It fell unceremoniously to the ground, effectively completing the final task of the scenario.

Once the last sentinel was a smoldering heap, the five mutant soldiers converged in a triumphant stance as the scene before them began to fade away. Neither of them looked too shaken or exhausted from the ordeal, for they had been doing this kind of thing for years now and this was no different. It had been a challenge, but it was one that they managed to effectively work, the skill and prowess that they had gained over their many years as soldiers once again guiding them to victory.

"I guess that's that," said Cyclops as he and the others looked back up at the observation deck and waited for the verdict.

As their stats were compiled, the rest of the X-men looked back down at them with a mixture of astonishment and dread…For this had been one of the most advanced programs in the system and they just tore it apart. They knew they had skills. The bumps and bruises they sustained in their first encounter could attest to that. But now that they had stats to back them up, their true level of skill was finally clear for them to see.

"Dude…" said Kurt, finally breaking the awkward silence that had formed as a result of the scenario.

"Took the words right out of my mouth, Kurt," said Warren, "Even I'll admit that was pretty impressive."

"Yeah, we couldn't even finish that scenario last time!" said Betsy, not sounding too thrilled by the fact that they had pretty much been upstaged by these newbies.

"And they, like, totally breezed through it!" added Kitty.

"Yes…They do have a great deal of skill," said the Professor as he compiled the results, "But now I think we finally have an insight as to just how skilled they truly are."

Then, as their stats came up for all of them to see, the X-men were once again hit with a mixture of shock and dread, for Shadow Cell just set so many new standards that it wasn't funny.

"Merde…Gambit feels like we just got knocked back down to de minor leagues," muttered Remy.

"More like pee-wee, sugah," said Rogue in agreement.

Back down on the floor, Shadow Cell was still waiting for the results. Usually, this was the point where they would get another lecture from one of their drill sergeants about how it was good, but not perfect. They were never really praised for their efforts, just lectured because they always strived to make them better. And after dealing with such feedback over the years, they weren't necessarily expecting too much to say the least.

"So what's the word, sir?" asked Cyclops as he and his comrades awaited their next set of orders as the dutiful soldiers they were.

"Very well done, Shadow Cell. Your stats are quite impressive," said the Professor, still reeling somewhat from these unexpected readings.

The five mutant soldiers looked at each other, surprised by such words since they weren't used to such feedback from their superiors. And after being yelled at for so many years, they kind of got used to it and had come to expect it.

"So what's our next simulation?" he asked, expecting there to be more as was so often the case back at Shadow Cell.

The Professor stood quite impressed by what he saw. Not only did they show that they were capable of truly awesome force, but they were also willing to go even further. He suspected that their military mindset might be a factor in their training…But he had no idea that it could be like this.

"That's okay Shadow Cell. That should be enough for today," he said to them as he printed out the stats for future reference.

"Wait…That's it? There isn't any more?" asked X23, not seeing the logic in only having them run a single simulation when they had run practically dozens back at the base.

"Yes, that is all. Thank you Shadow Cell. You did an exemplary job. Dismissed," said the Professor, trying hard not to sound like an officer, but since that's what they were used to responding to, there was little way around it.

The five mutant soldiers hesitated for a moment, not expecting this to say the least. But if that's what their superior wanted, then they had no right to argue. He may not have been an officer, but he was their elder and as the good soldiers they were, they complied with his orders.

"Only one simulation and we're done?" commented the Scarlet Witch, "I know we're civilians now and all, but…Am I the only one who feels a little off by this?"

"Nope…Not by a long shot Scarlet Witch," said Phoenix as they all began to make their way back down the corridors, "I guess we're all still a bit stuck in our old training mindset."

"Yeah, it sure feels that way. I don't think one of our officers, except for the General, ever gave us a compliment in our training," said Mayhem.

"Yeah…Shows how messed up we are," muttered Cyclops.

"No kidding," said Mayhem in response, "This will definitely take some getting used to. But hey, look on the bright side…At least we won't be yelled nearly as much anymore."

Back up in the observation deck, the Professor and Hank compiled the rest of the data they needed and stored it in their systems for future reference. The rest of the team was still reeling, but as the overall shock began to wear off, they began to contemplate just how this new phenomenon would affect them.

"Man, did you see how they took down those guard?" said Jubilee, poorly mimicking some of their moves, "It was like something right out of my Kung Fu movie collection!"

"Ah guess it's easier to watch when we're not bearin' the blunt end of it," muttered Rogue in response.

"Indeed…Shadow Cell has great skill," said the Professor as he cut into their little discussion, "But now that we have seen what they can do, I feel as though the lot of us are going to have to adapt to it."

"Oh man, you don't mean…" began Kurt, but Logan quickly finished it for him.

"Extra trainin' bub…Plain and simple," he said, causing everybody to let out a collective groan, "Now that those guys are on the team, you're gonna have to work with them. And that means learning to match them on every level. So get your rest kiddies, because after what I just saw…You've got a LONG way to go to catch up."

* * *

AN: Looks like things aren't going to get much easier for a few of the X-men now that Shadow Cell has raised the bar! It just goes to show the kind of level that Shadow Cell is at from all the training they underwent. And naturally, there's still plenty of friction among them and also with Mystique. That will come into play a little later, but for now Shadow Cell still needs to find their place. They've got a lot to learn about being civilians and if you want to see how they go about it, stay tuned for further developments because there's still more to come! So what do you all think? Do you like this story so far? I know it's long, but I'd love to know your comments! Please send me your feedback via email or post it on the fanfiction website! I don't care which you do as long as you REVIEW! Thank you all very much for reading and I wish you all the best.

SLICKY HUNGRY! NEED REVIEWS CAUSE THEY'RE SO YUMMY!


	55. Making Friends

**Sinister Soldiers  
Chapter 55: Making Friends**

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* * *

Things didn't get much easier after the stellar show that Shadow Cell gave everybody with their danger room performance. If anything, it had only added to the animosity because many of the regulars didn't like being upstaged by newbies, even if they were trained soldiers. So as a result, the five mutant soldiers had to contend with numerous scowls and weary glances, which didn't add much to their comfort level to say the least.

In addition, things didn't really improve with Mystique either. She still made no secret of her dislike towards the five of them, particularly Jean. Even though they had apologized, she was not too willing to accept it, and in many ways it was somewhat surreal to them because they never had to contend with being around one of the victims to their assaults…Yet here they were. It really gave them a lot to think about, given that they had killed and maimed so many people, but regardless of what everybody thought of them, there really wasn't much they could do to change things.

Their mood remained rather stoic and solemn, spending most of the days hanging around one another, reading books, and training. They also had their identification papers finalized, so now they were going by their real names. The Professor made a formal announcement to inform everybody of their new names, but it didn't seem to change their perceptions. They also had ID papers, drivers license with info that had to be forged in some areas, and a new paper trail to manage their new wealth. It was a bit odd though since everybody still knew them only by their codenames, but they were slowly adapting.

Yet names or no names, they still had problems interacting with others. On occasion, they would converse with Ororo and Logan, who seemed to be a bit more willing to accept them, but there was only so much they could do in a crowded house of young mutants. This whole adjustment bit was really starting to take a toll on them, causing them to have some serious doubts as to whether or not they belonged in a place where so many people hated them. But through the support and encouragement of the Professor and his fellow teachers, they managed persevere…For now at least. There was still no telling just how much things would change at any given moment.

For Jean Grey, she felt as though she was at an even greater disadvantage because not only did she have to see those scowls or weary glances, but she also had to hear their thoughts. A lot of people at the institute liked to project rather loudly and it was difficult at times for someone of even her skill to filter them out. Mystique was particularly bad, for she still couldn't bring herself to look her in the eye after what she did to her and her conscious was still nagging her incessantly. Thankfully, she still had her comrades and spending time with them always helped. And, of course, she and Scott still made their discrete visits at night, making love and holding one another as they had come to treasure so much over the years.

At the moment, Jean was just walking down the main hall in the upper levels around the dormitories. She was still struggling somewhat with these clothes that Betsy had given her to wear, for they were still quite uncomfortable and they hadn't gotten around to buying a new wardrobe. So far, she didn't exactly have plans for going out and she just wanted to find Scott for now and have a little alone time with him before the regulars finished their training session.

She remained lost in her thoughts as she kept trying to adjust her shirt and her bra, which seemed a cup-size too small for her and was really starting to get on her nerves. She was so lost that she didn't notice one of the New Mutants, Tabitha 'Boom Boom' Smith walking up behind her. Since she had the reputation of being the rebel and the wild child of the institute, she wasn't necessarily as uptight as the others when it came to Shadow Cell's presence. And given that she was never one to squander an opportunity, Tabby found herself trying to greet one of the institute's newest controversies.

"Hey Phoenix!" she said, standing just a few feet behind her, "What's going-whoa shit!"

Suddenly, before the young blonde could react, a lifetime of training kicked in for Jean and she immediately spun around, grabbed her arm, put her in a grapple, and threw her to the floor so that she was completely at her mercy. It was just a basic CQC maneuver…One of the many that had been drilled into her head. And she hadn't even thought about it as her body took over and as soon as her mind caught up with her, she immediately regretted her actions.

"Oh…Uh, sorry," said Jean as she extended a hand to help her up.

"Hey, no biggie," said Tabitha, rubbing her sore head and arm as she regained her footing, "Guess I should have known better than to sneak up on a vet."

"Um…Right," said Jean, finding this girl's demeanor to be a little strange, "Well, sorry again. I'm still not used to all this. Oh, and you can call me Jean. As long as we're living under the same roof, we might as well know each other by our real name."

"Don't sweat it, Phoe…I mean, Jean," said Tabitha, casting her a reassuring smile.

Thinking this was odd enough, Jean began to turn and walk away, but Tabitha wasn't about to let her do that. Because now her curiosity was even greater as she quickly caught up with her.

"Hey wait!" she said, stopping the older redhead cold in her tracks, "That was some move back there…What was it?"

Jean looked back at the strange young girl with an unusual glare, but she answered her question none the less.

"It was just a standard take-down maneuver…One of the many there are in the art of CQC."

"That a fact?" said Tabitha, still smiling in a manner that made Jean feel a tad awkward, "Say…You don't think you could teach me that move, do you?"

"What? You want to learn CQC?" said Jean, finding that to be quite odd, especially for a girl she had just taken down without breaking a sweat.

"Yeah, that was really cool! It's like a female version of moves by Jet Li or Jackie Chan!"

"Who the hell are they?"

"Oh just…" Tabitha began, but quickly remembered the circumstances that she and the rest of Shadow Cell were here under, "It's a long story and I don't have the energy to tell it. So how about it? Will you teach me?"

"Well, if you really want to know it, I guess I could show you a few things," said Jean, thinking it couldn't be any worse than making more enemies here at the mansion than they already had.

"Sweet! Thanks Red!" said Tabby in her usual, over the top tone, "So what are you up to? I noticed that you're still wearing Ms Ninja's threads."

"Threads?" said Jean with a curious expression, not familiar with such a term, "Oh, you mean her clothes? Yeah, I'm still stuck with them. And half of her shit doesn't even fit me anyways, so it's been a real bitch."

Jean definitely still had the mouth of a soldier, but that didn't seem to dissuade Tabitha in the slightest. If anything, that made her all the more curious about these mysterious newcomers that had already left such an impact on the institute as a whole.

"I see…" she said, mischievously rubbing her chin, "Well in that case, we'll just have to fix it!"

"Fix it? How?" she asked.

A slow smile spread across the young blonde's face…One that Jean found both odd, yet intriguing. And if her expression was any indication, she had already formulated something rather elaborate in her young mind.

"Oh I think I know the perfect way to mend your fashion woes."

"What do you mean?" asked Jean, sounding somewhat skeptical.

"Two words Red…Mall crawl."

"Mall crawl? What the hell is that?" she said, thinking it sounded like some infiltration maneuver.

"You've never been on a mall crawl?" said Tabitha, her eyes widening with shock, "Damn girl, you have been deprived! But fear not! Stick with me and I'll get you up to speed! And by the time I'm through with you, you'll be a certified mall junky just like me!"

And before Jean could respond to that, Tabitha grabbed her hand and led her downstairs. Not knowing what to expect, Jean just followed her, thinking this was definitely going to be interesting without a doubt.

* * *

Raven Darkholme was still not comfortable in this place. Even with her kids here, she still found herself looking over her shoulder every five to ten seconds whenever she walked down the hall. It was Saturday and by now, the early morning training session for the regulars was just about over, so that meant that they would be scouring around the upper levels at any time and that, of course, meant she was going to have to find some place of refuge until she could find some time to be around Kurt and Rogue.

So far, the shape shifter had been hiding more than exploring, growing quite sick of all the suspicious glances she kept getting from everybody. The only time she didn't really deal with that was when she was with her kids, which was probably because Kurt and Rogue provided a natural barrier to keep the others from making any comments. But she couldn't always be around them…Kurt still had this habit of hanging out with that Kitty girl and Rogue had been hovering around Remy a lot more lately. And while Kitty wasn't that bad in her mind, Mystique still had her anxieties about Remy…Especially now that her daughter could touch.

Right now, she hoped to find at least one of them to spend some time with…If for anything, just to have somebody to talk to. Because contrary to popular belief, even she craved human contact at times. Having been so alone all her life living under a veil of lies definitely still had an undeniable affect on her and as much as she hated to admit it, it was rather nice walking around a place in her natural blue form without having to change into a more 'acceptable' appearance.

Upon hearing some commotion from the den, the shape shifter began to make her way towards the noise, hearing a few fits of laughter and some familiar voices. She wasn't sure if Kurt or Rogue was in there, but she decided to check…Hoping that they were.

As she slowly entered the room, she saw what appeared to be Warren, Betsy, Bobby, Jubilee, Roberto, Ray, Remy, and Jamie watching what looked to be an old episode of Family Guy, which definitely explained the laughter. But the minute she set foot in that room and came into their line of sight…The reaction was almost immediate.

"Hey Rogue, is that you? Because…" but Warren's words ended the second he made eye contact with her.

The others were quickly drawn to Warren's sudden silence as they too turned to see Mystique standing in the doorway, looking right back at them with an indifferent expression. And as she expected, a heavy silence quickly fell over them as she was met with a maze of menacing glares. It was as if to say 'we still don't believe you.' But after having dealt with that sort of thing for the better part of her life, the shape shifter remained stern as she turned around to leave.

"Sorry…Wrong room," she said before walking off, her mood quickly souring.

For the X-men, the heavy silence pervaded even after she was gone. But for some, it was an act that was getting old and even though the shape shifter was still very much an enemy in their eyes…There were a few, but not many, who were a bit more sympathetic.

"Dat was real nice guys. Way to mend old wounds," muttered Remy, his words dripping with bitter sarcasm.

"Hey, it's not our fault!" exclaimed Bobby in response, "It's not like it's been easy having her around."

"Well dat doesn't mean dat she don't deserve a chance," argued the Cajun.

"Ah you're just saying that because she's your girl's mother," muttered Betsy in a cynical tone.

"Hey, I don't see you doin' anythin' about it!" he spat in response.

"Doesn't mean that I'm wrong, luv," she said, feeling as though her words were justified.

"Yeah, and you do realize that you didn't deny it, Remy," said Warren, naturally taking his girlfriend's side.

"Aw to hell wit you!" he said, getting up and making his leave as well, not wanting to start another argument about this.

"Jeez, I guess Rogue is starting to rub off on him," said Jubilee with a slight chuckle.

"Yeah, guess that means we've got two ill tempered southerners now," said Ray with a slight chuckle.

"Oh yeah…Lucky us," muttered Bobby, thinking things couldn't possibly get worse with a former enemy and Shadow Cell now living with them.

Back with Mystique, she just dragged herself along the hall with a newly embittered mood. It wasn't like she wasn't TRYING to fit in here. It wasn't like she was giving them reasons to be suspicious. After all, she hadn't even done anything. She was just trying to catch up with her kids…Was that really so hard for them to believe?

Well, in some ways, she couldn't blame them. After all, her extensive time with the Brotherhood wouldn't soon be forgotten. She just wished it didn't have to make this place that much more unbearable.

She had no destination in mind other than a place that was far away from where she had just come from. But along the way, her sour mood did not go unnoticed by a few fellow housemates that had been having the same problems. Only for her, they were probably the last people she wanted to see.

"Hello Ms Darkholm," greeted Vincent as she passed him and Scott.

"Leave me alone," she muttered in response.

"Oh, let me guess…You walked into a room and got a bunch of thousand mile death glare?" inquired Scott.

That caused Mystique to stop in mid stride and turn back towards the two young men she had so much distaste for after having attacked the Brotherhood. She couldn't deny that Scott's words pretty much summed it up for her in a nutshell. And as much as she didn't like them, she couldn't deny the fact that they were in the same boat as her in regards to how much of the institute felt about them.

"I take it you've gotten that as well," she found herself saying, but still keeping her bitter tone.

"Yeah, more than I care to recall," answered Scott, "Sucks doesn't it?"

Under normal circumstances, Mystique would have just stormed off. But for some reason, she found herself lingering. The two young men who had faced many of the same things she had in the complicated world of lies, conflict, and carnage. And now that they were here under the same roof, they were facing yet another similar challenge…The scathing disapproval of their peers.

Taking a few deep breaths, Mystique managed to calm herself down. After all, she didn't want to give anybody any further reasons to think that she was just some bitter old woman who hated the world for rejecting her.

"We were just going up the library where it's usually deserted on Saturdays to play some cards. Want to join us?" asked Vincent, empathetic towards the shape shifter's predicament.

The shape shifter just shot them a cynical glance, thinking she couldn't have heard right.

"You must me joking."

"Honestly Ms. Darkholme, do we look like the joking type?" made Scott, his expression staying completely serious every step of the way.

Mystique raised an eyebrow to that, not finding an effective means to argue that point. Like her, these two were soldiers…And soldiers were many things, but they certainly weren't ones to joke around. And adding on to that, they also weren't ones to tell lies, for they had all had enough lies for one lifetime.

"You're really serious?" she said, still checking as the cautious woman she was.

"Of course," said Vincent with a nod, "You may not like us, but I can tell we still have a few things in common. And besides, I know perfectly well that even loners crave contact at times."

"Yeah, and because of that, we have to stick together," said Scott, hoping to further push his point.

Thinking back to the incident with the others that she had just experienced, Mystique merely let out an exasperated sigh. As much as she hated to admit it, they did have a point. It wasn't like she hid her desire for contact very well. Even as a shape shifter, there was only so much she could conceal…Especially when it came to dealing with a couple of highly skilled soldiers.

And after a brief debate with herself, she eventually came to a decision…One that she hoped she wouldn't regret later on.

"Fine…" she said, still not sounding too enthusiastic about it, "I guess it couldn't be worse than hanging around the others."

"No argument here," said Vincent as he, Scott, and Mystique began to make their way up the main stairwell, "But try not to think of them now. I'm sure they'll find plenty of time to scowl us to death later on."

"Yeah, but I hope they ease up soon," commented Scott, "Their bullshit is really starting to piss me off."

Mystique wasn't sure why, but she actually cracked a smile upon hearing that. Maybe it was because she knew how he felt…Maybe because it best symbolized their current predicament. But whatever the case, it did feel kind of nice to be in the presence of those who understood her. And it was quite a welcome feeling to be around those who didn't judge her for once. And who knows? Maybe this could be a chance for them to learn about one another more, hopefully helping to mend some of the lingering bitterness between them. Because without a doubt, it sure sucked going through this shit alone.

* * *

Even long after the Saturday morning sessions ended, Logan found himself lingering a bit longer as he so often did, planning to make another run. He usually did this for a multitude of reasons, some of which included stress relief, managing his animal side, and honing his skills. After all, he was the best at what he did and he intended to keep it that way.

In addition, Ororo lingered as well, taking a little time to stay back and chat with him about this and that. She still hadn't confronted him in regards to what Hank had told her earlier, but with all the turmoil going on at the institute with Shadow Cell and Mystique, it was probably best that she wait a bit for things to settle. Yet still, even if her feelings remained unspoken, she still had knack for putting a smile on Logan's face. And that alone spoke volumes as to how things were growing between them.

"So what do you plan to rip to shreds today, Logan?" asked Ororo as she casually leaned back in the doorway while he programmed his run.

"Oh you know…The usual," replied Logan, "Couple of tanks, giant mace, and maybe even a few Sabretooth holograms here and there."

"You know I would be tempted to call that excessive, but I've known you long enough to know that it's just another day in the danger room for Wolverine," she said with a humored grin.

"Hey, it's how I stay the best at what I do," he said, flashing her a wolfish grin.

"Well don't go too overboard," she said as she turned to make her leave, "But knowing your style, I can't say I would be surprised if you ignored such warnings."

"Glad to hear it won't disappoint ya," he said as he punched in the command to queue the program, "Care to join in the fun?"

"Maybe another time, Logan," she said with a warm smile, "But I know you'll have plenty of fun without me."

"Yeah…Well, guess I'll just have to trust ya on that."

"I guess so. See you later, Logan."

"See ya later, Ro," said the Wolverine, still finding himself smiling as he watched her walk off.

With the danger room now left to him, he made his way down to the entrance. But along the way, he came across a rather unexpected presence…One that, unknown to him, had seen the whole bit with Ororo from afar.

"Kid?" said Logan as he saw young X23 simply waiting casually near the main entrance to the battleground, "What are you doing here?"

"I told you, Logan…Stop calling me, kid!" she said, still deeply annoyed by that.

"I will when we finally get ya a name, but until then, I ain't callin' ya some lousy number," he said, managing to cast her a smile.

"Yeah, yeah…I know. It's just that…Thinking of a name isn't as easy as it sounds," she said, her tone somewhat low.

"Hey, just give it time. I know you'll think of something," he said, trying to sound encouraging, although he had come to accept that he really wasn't that good at it.

There was a brief silence between them…The same kind of silence that had so often come between them ever since their paths had crossed. Neither of them really knew how to go about this, for they both shared the same blood…They both bore the same scars of the past. They had been used, tortured, and controlled their whole lives, living with the same burdens day in and day out. Yet for the first time, they actually had a means of easing that burden. They had each other.

In addition, there were still more complex issues to consider. After all, they were technically related because of their blood. But did that really make them family?

"So…What are ya down here for? Do ya need something?" asked Logan, finally managing to get things going again.

"No…I just…I wanted to get away. Everybody just won't stop shuttering every time they see me or my comrades," she said with a sigh, showing just how much this had been affecting her.

"Yeah, I noticed that too," muttered Logan, thinking he was going to have to have yet another little talk with the students, "But it's like I said before, these things take time. They're still gettin' used to the idea of livin' under the same roof with you guys."

"But do they have to make it so difficult?" she said, sounding all the more frustrated, "I mean, it's not like we're not trying!"

"Hey, come on, kid…Calm down," he coaxed, finding it ironic that he was actually telling somebody else to calm down for a change, "I know you're trying. But ya just can't rush things like this. Believe me, I know. When I first came here I was so out of control that I never thought I'd ever get a hold of myself. I couldn't control my anger, my instincts, or my thoughts for that matter. Everything was a mess and I thought about leaving at least a dozen times in those first few months."

"So then how did you do it? What made you stay?" asked X23, suddenly feeling very curious as to how this man that she had so much in common with managed.

Logan sighed a bit at the memories, many of which were sketchy at best. But from what he did remember, those times had been among the hardest he could recall. They were not unlike the issues X23 and Shadow Cell faced…Things like uncertainty, confusion, and feeling so tied to the past. But he had managed and it was for that reason why he believed that this girl who shared his blood could as well.

"It was a lot of things really…" he found himself saying, "As crazy as I was, I still had this desire to leave the past behind me. I hated the nightmares that I kept having and the reminders I have of it every waking moment. And even when I thought about giving up, I remember how Chuck and Ororo never gave up on me. Even when I was on the verge of insanity, they stuck with me. And it's because of them, I found my place here."

X23 thought about that and couldn't help but see how much of this man's experience paralleled with her own. She too sought to leave the past behind…To rid herself of the unending nightmares that she had endured since her 'birth.' And ever since she and her comrades arrived at this place, she had been dealing with plenty of doubt. And for the most part, she had every reason to feel that way…Until now, that is.

"So you think I'll find my place here, too?" she asked him, still very much uncertain of the path she was now on.

"I don't think so…I know so," said Logan confidently, placing a hand upon her shoulder, "You and I are alike in more ways than just blood. And if I can do it, then so can you."

"I hope you're right, Logan…I really do," she said, finding the feeling of his hand upon her shoulder to be very strange to her, but welcome nonetheless.

"Right and wrong really don't apply here. This is something way more complex than that."

"Then…What is it?"

"This is life, kid," said Logan, simply going on what he had learned over the years through living here at the institute, "And believe it or not, life is capable of being anything you want it to be. Even to people like us who don't have a whole lot of control over who and what we are, we still have the power to find our own path. It's not so much a matter of work. It's more so a matter of faith."

"Faith, huh?" said X23, actually managing a smile upon hearing that, "You got that from Ororo, didn't you?"

Logan was immediately shocked by this girl's perceptions. Truth was, that was more Ororo's words than his own. But somehow, this girl knew it. And if she could see that, then what else could she possibly see?

"How in the hell did ya know that?" he asked her in a bewildered tone.

"Wasn't too hard," she said with a shrug, "Keep in mind, my team and I did a lot of reconnaissance on you and the rest of the mansion before this whole mess started. And I couldn't help but notice that you and she seem a little…Close."

Logan was caught completely off guard by that. If it were anybody else telling him this, he would have denied it adamantly and told them to fuck off. But this girl was different. This was a girl who thought like him, felt like him, and had many of the same issues as him. Add to that, she had the skill and aptitude of a soldier…One who had been trained vigorously in the art of perception. It was easy to deny it around the others, but not around a girl like this.

"Yeah, well…I have known her the longest out of anybody else here, minus the Prof of course, so of course we're close."

"That's not what I meant and you know it," said X23 skeptically, "I'm a soldier, Logan…Believe me, I know how to read between the lines. I know how to decipher that which I see. And what I've seen with you two both before and after I settled here, there is a lot more at work there than just friendship. The way you were looking at her just now was proof enough."

Logan felt like kicking himself for forgetting that bit. Hell, if any of the other students had seen it, they would probably assume the same thing. But this girl was different compared to the other students. She was not one to joke around. And as much as he would have liked to argue this matter, a part of him simply conceded to this girl's uncanny perceptions.

"Good eye kid…Good eye," he said, actually laughing somewhat at that.

"So are you going to ever talk to her?" she asked, sounding as though she was deeply concerned by this.

"Why do you care?"

"No reason, just…" she began, but for some reason, she cut herself off.

"Just what, kid?"

X23 fell silent, not knowing how to continue. She found herself looking away, not wanting to meet his gaze because it just made her feel so…Strange inside. From the moment she first saw him the moment she had been unable to kill him when she had her chance, X23 was still very much confused by the affects that Logan had on her. She wasn't sure why she felt this way around him, but it just too strong for her to ignore.

"It's…It's nothing," she said, "I'm sorry I brought it up. I had no right to…"

"Hey, it's okay kid. Don't apologize," assured Logan.

"Logan, please…Don't call me kid!" she said, still not liking that word one bit.

"Then I guess we'll just have to try harder with that name of yours," he said with a wolfish grin, "If you can't think of one, maybe I could help."

"How do you figure that?" she said, sounding very skeptical of that.

"Because…" he began, once again struggling with what he was trying to say, "I'm the closest thing to family you've got. Like it or not, my blood flows in your veins. And for that reason, you're my responsibility. And I'm going to help you. I'm not going to give up on you, ya hear? I'm going to do everything I can with whatever I have to go on to help you."

For some reason, X23 felt a heavy lump form in her throat as her emotions threatened to take hold. It was always so difficult for her, dealing with all these complicated feelings. But whenever she was around this man…Whenever she looked him in the eye…She felt things that she had never felt anywhere else before. She had seen countless battles, witnessed many deaths, and fought many very unsavory people in her life as a soldier, but they all paled in comparison to what she saw in this man. It was like that hole in her heart that had always festered from the day of her creation was actually being mended by this man. And despite all her tough training, she couldn't fight the emotions it brought out in her.

"Family…" she said, finding that word to have so many different connotations, "I…Thank you Logan. Really, I honestly can't tell you how much it means to me."

"Think nothin' of it, kid," said Logan, smiling back at her as he saw her sad eyes gazing back at him, "Now come on, let's try and think of a name. And I know just how to get things going."

"And what might that be?"

"A little session I programmed in the danger room that I like to run on my own whenever I feel stressed beyond my limits," he answered as he led her towards the danger room entrance, "Want to join me?"

Young X23 didn't have to think about that for very long. For some reason, the thought of spending time with this man tearing things to pieces had a great deal of appeal. And even if it didn't help her think of a name, it certainly would help with her overall stress. After all, she was still a soldier and as such, nothing made her feel more alive than the heat of combat.

"Tearing chunks of metal into scrap and risking injuries that would maim a regular human being?" she said, flashing him a wolfish grin that was so much like him that it was almost scary, "Sounds like fun."

The danger room didn't stand a chance now. Logan and X23 were sure to leave quite a mess in their wake with this one. But for the two lost souls who had been down so many of the same painful paths in life, it sure was comforting to actually have someone to share their burden with. And in addition, it was nice to explore this new facet of their lives, for there was no telling where it would lead them next.

* * *

Out in the garage, Jean and Wanda waited impatiently for Tabitha to arrive for this so called 'mall crawl' that she so eagerly wanted to take them on. Neither of the two former soldiers knew why it was such a big deal, but if it helped them get out of this confined place with so many death glares around every corner, then it couldn't have been all bad. And now that Xavier had cleared a paper trail for them, they were now able to go out in public without running the risk of arousing any suspicions.

But then again, why would they want to? What was so great about this 'mall' to begin with? And why did it cause so much excitement among some of the girls? Jean and Wanda could only speculate, but near as they could tell, they would find out soon enough.

"Are you sure this is a good idea, Jean?" asked Wanda as she casually leaned up against one of the many cars in the garage.

"Not really," answered the young redhead honestly, "It's not like I know any more about this shit than you do. But if this place can help us get some decent clothes, then I guess it can't be all bad."

"I take it Betsy's shit isn't doing it for you," she commented.

"What gave that away?" she said in a sarcastic tone as she once again tried to adjust her bra, which was still so damn uncomfortable, "I swear these clothes are like Columbian torture devices!"

"Yeah, I know. Although Rogue's stuff isn't too bad," she admitted, looking down at her attire which consisted of a green shirt, black denim pants, and her usual pair of heavy duty boots, "It's just a bit loose in some places."

"Well I hope we find something else soon," said Jean, finally giving up on her bra, "Because if we don't, I may just run around naked for a while."

"Yeah, like I'm sure the boys won't love that," said Wanda with a laugh, "I've already noticed a few of them staring at you…Or rather, parts of you."

"Well if they want to keep their eyes in their heads, they'll stop," grunted Jean, "I've had enough leers for one lifetime."

"Yeah, tell me about it."

Just then, Tabitha emerged from the doorway with Kitty and Amara following close behind. Her spirits seemed high as she made her way towards the two former soldiers that had once put much of the institute residents in a world of hurt, but that didn't seem to bother her for some reason. Besides, it just wasn't in her nature to hold a grudge.

But for Kitty and Amara, the thought of going on a mall crawl with these two girls of all people was definitely more disconcerting for them than it was for Tabitha. They were still very weary about them, for they still bore some of the lingering pain of their first assault. And even though many of the external wounds had healed, it was the internal ones that still festered.

"Amara, how did we ever get Tabby to talk us into this?" muttered Kitty under her breath to her Nova Roman friend.

"I have no idea," she responded, not liking this predicament one bit, "But damn, she can be persuasive."

"Yeah, like, tell me about it," said Kitty, rolling her eyes a bit, "Oh the things I do for a mall crawl."

The two girls remained silent as they approached the two older girls who had seen more action on the battlefield than they probably could for their entire lives. They looked as indifferent and stoic as ever, neither showing excitement nor dread. It was probably something that rubbed off of them from Magnum in some ways. After all, they still bore a few of her genes. But they were going to try this out one way or another, hoping that it wouldn't be a total loss in the end.

"Ah there you are," said Tabitha in an overly enthusiastic tone, "I see you managed to convince your friend to come along as well."

"Wasn't like I had anything else to do," shrugged Wanda, finding this younger girl's demeanor to be nothing short of strange.

"Hey, works for me," said Tabby, "Now come on, since I'm officially banned from operating a car, we'll have to take the bus."

"Fuck that!" scoffed Jean as she and Wanda made their way towards one of the nicest cars they could find, "I don't care where the hell we're going, but we're NOT taking the bus."

"Hey, like, what are you doing!" exclaimed Kitty as she saw them hop into the front seat of a red convertible, one of the most prized cars in the garage.

"What does it look like?" said Wanda in response, "We're getting us a ride."

"Are you two crazy!" said Amara, her eyes wide at what they were doing, "This is Warren's car! He loves this thing as if it were his kid! We can't take this!"

"Sure we can. Watch me," said Jean with a slight grin as she used her telekinesis to rip out the key slot and flipped a few wires in order to start the motor.

Upon hearing the engine of Warren's coveted car hum with activity, the three girls stood mildly impressed/horrified at what they were doing.

"Wow! How did you do that?" exclaimed Tabitha, who looked way more excited than concerned.

"Please…" scoffed Jean, "If I can hotwire a T-72 Russian tank and disarm a North Korean ballistic missile in mid flight, then I can certainly hot wire some rich guy's car."

"Dude, you have GOT to show me how to do that!" said Tabitha as she jumped into the back seat, simply brimming with excitement.

"Sure…I mean, it's not like it's all that hard," shrugged Wanda as she and Jean buckled up, "It's a machine, they're all the same."

"Nice! I'm already starting to like you girls!" said Tabitha as she then turned to Kitty and Amara, "Come on you two! Let's go! The mall awaits!"

Both Kitty and Amara exchanged worried glances. Somehow, the idea of the ever over the-top Tabitha mingling with the ever volatile soldiers seemed like a mixture for mischief. But as much as they hated to admit it, the thought of a mall crawl in Warren's car on a Saturday afternoon did have its appeal. But if anything, they felt as though they should probably go for the sake of watching over them to make sure that nothing too serious went wrong.

"We are going to be in so much trouble if Warren or the Professor finds out about this," mused Kitty as she and Amara jumped into the back seat.

"Oh you worry too much, Kitty!" scoffed Tabitha, as she grabbed some sunglasses from the glove compartment, "It's sunny, it's Saturday, and we have an entire afternoon to kill at the mall. What could possibly be more worth the risk?"

"You know, Tabitha…I'm beginning to think we could have used someone like you in some of our sabotage missions like that bit we had in China where we had to blow up that depot," said Wanda with a smirk, "Something tells me you would have fit right in."

"Guess I'll have to take your word for it," said Tabitha with a smile as she felt the warm sun bear down on them as the car made it's way down the driveway, "Now onward my female compatriots! The mall awaits us!"

"You got it!" said Jean as she kicked the car into high gear, "Oh…And I'd buckle up if I were you."

And with that final warning, Jean hit the accelerator and sped down the driveway at breakneck speed. Driving a car like this sure was a far cry from driving a humvee through the jungles of South America or the Middle Eastern desert, but for now it would do. And for the three younger girls, they were definitely going to be in for one hell of a ride, for Bayville Mall awaited them and it would certainly be interesting to see how these two former soldiers handled it.

* * *

AN: Tabitha, Jean, and Wanda…Now there's a dangerous mix if I've ever heard one! It was only a matter of time before they found someone who would look past all the rough edges. Now both Jean and Wanda are about to come face to face with a new force…The mall! Oh this is going to be fun! Add to that, X23 and Logan seem to be developing a stronger bond. She still doesn't have a name, but hopefully they'll work around that. And things even seem to be getting better with Mystique! Looks like things are finally shaping up, but there's still more to come, so stay tuned! As always, I implore you all to REVIEW! Send them to me via email or post them on the fanfiction website! Thank you all very much for reading and I wish you all the best!

IT DOESN'T TAKE LONG! JUST CLICK THE BUTTON! REVIEW!


	56. Mall Crawl

**Sinister Soldiers  
Chapter 56: Mall Crawl**

****

* * *

Bayville mall was a wide ranging mesh of sights, sounds, and experiences. Given that it was a Saturday afternoon, there were plenty of people to fill the vast halls, providing many of the stores with wave upon wave of customers. Yet through this crowd, a couple of newcomers to this experience were taking in all these stimulations for the first time. Jean Grey and Wanda Maximoff, two young women who had lived a great deal of their lives on the battlefield, had never been in a place like this before. And to say they were out of place here would have been quite the understatement.

"Ah, I love the smell of commerce in the morning!" exclaimed Tabitha as she, Kitty, and Amara followed the two young soldiers in through the front doors.

"Who are you talking to?" asked Wanda, casting her a curious look.

"Oh, nobody," she shrugged, "Just soaking up the ambience. Ain't it great?"

Jean and Wanda took in the sight of masses upon masses of people scurrying about like lab rats through a maze like structure of shops, advertisements, and propaganda. Everywhere they looked, the message was just 'buy, buy, buy.' And having had sketchy past memories at best, they had no memories of malls or any shopping of the sort, so it was really something they didn't have the same appreciation for in comparison to the two other girls.

"Damn, this place looks more chaotic than an Afghan war zone," said Jean, already wanting to leave, "Do people really hang out at these places?"

"You bet!" said Tabitha, not showing any real concern for their attitude, "Now come on, let's get you girls glamoured up so you don't look like you just came back from boot camp."

Tabitha led the way, seeming more excited about this place than any rational person ought to be. But neither Jean nor Wanda complained, for she probably knew more about this place than they did and if this is what they would have to go through in order to get some decent clothes, so be it.

"Is she always like this?" asked Wanda, turning to Amara and Kitty.

"More or less," shrugged Amara, who knew Tabitha better than anybody, "Just be glad she's not on a sugar high."

"Wonderful…" said Jean in response, rolling her eyes.

"Hey, it's not all bad," said Kitty, trying to stay a bit more positive here even though she didn't like being in the presence of these people who had nearly given her a concussion, "Just give this place a chance. I know you, like, haven't really experienced malls before, but it's a big part of civilian life."

"But why?" asked Wanda, not seeing the purpose, "Why would anybody in their right mind want to spend so much time in a mindless maze of stores and shit?"

Kitty merely sighed, for this was going to be a lot harder than she thought. These two really had been deprived. They honestly had little, if any, concept of living life outside a war zone. She was beginning to see why they acted so stiff at times and their behavior was finally starting to make a little sense. But nevertheless, she tried to do her part despite her anxieties. She tried to have at least some hope for all this, but it was already abundantly clear that this was going to be an uphill struggle at best.

"Well, it's sort of complicated because it's different for each person," she tried to explain, "The mall is, like, the center of the universe for some people and for others it's just a place to shop and hang out with friends."

"But why would you want to do that in a noisy, chaotic place that look more anarchic than half the Middle East?" said Jean, not understanding this point of view for a second.

"I…" stammered Kitty, unable to think of a clear, logical means of explaining it since such a mentality had always been instilled on her.

Luckily, Amara came in and finished her thoughts.

"It's just one of those social constructs that nobody understands, yet everybody is a part of."

"Oh, I see," said Wanda, thinking it made sense when she put it like that, "That makes sense. It's just one of the many norms society imposes upon itself in an effort to preserve order and provide distractions."

"Distractions?" said Kitty with a confused look.

"Oh believe me, Kitty…If you knew how government really works, you'd understand," said Jean in a somewhat ominous tone, yet it didn't seem to bother her since she had always lived with that knowledge.

It was an unsettling thought for Kitty and Amara. It only showed just how different a life these two had lived. They had insight that they couldn't even begin to fathom, yet despite this, they managed to function somehow. And after what they had been through, it was a real mystery as to what kept them going, but that was probably something they'd never understand.

"Hey come on you guys! Keep up!" shouted Tabitha, who was still leading the way, "We've got plenty of shopping to do and not enough time to do it all!"

"Yeah, yeah…We know Tabitha," muttered Jean, who found the younger girl's enthusiasm to be bit annoying at times, "We're right behind you and since you know more about this shit than I do, we'll just go along."

"That's the spirit! And don't worry, when I get through with you, you'll both be certified mall junkies like me! But first things first, let's get you girls some better fashion! Next stop…The Gap!"

* * *

While the girls were out, Scott and Vincent remained back at mansion. With no training to occupy themselves and with much of the X-men lounging about the institute, they chose to sequester themselves in the upstairs library where few students came during the weekends. They were simply enjoying a game of cards, which had always been one of their primary means of entertainment during their time at Shadow Cell. It was one of the few activities that they could do both as soldiers and civilians and in this instance, they just happened to have an additional guest.

Raven Darkholme, better known as Mystique, couldn't believe she was doing this. She couldn't believe that she was actually playing cards with two men she had little love for. These two had been behind the attack that left her beaten, bruised, and sore to no end. These two had overwhelmed and humiliated her and the Brotherhood in her own house.

Yet at the same time, they were a major factor in helping to save Rogue…That much she knew she owed them. But at the same time, that didn't mean she had to like them. At least the redhead wasn't with them. And as much as she hated to admit it, these two were nice company.

"Okay, what have you got this time?" asked Mystique as she looked at her cards and then at the two boys.

"Pair of duces," said Scott, showing his hand first.

"Pair of nines," said Vincent as he followed suit.

"Pair of Kings," said Mystique, showing them her winning hand.

"Damn, you got a strong bluff, lady," said Vincent with a sigh as he gathered up the cards and began to shuffle them with his super speed.

"Comes along with being a shape shifter," she shrugged, "It's all about showing people exactly what they want to see and getting them to accept it."

"Ah, the very motto of every government," said Scott in a slightly humored tone.

"Indeed…And as much as I hate to say it, they do a pretty good job," commented Mystique, "Although I was never really a part of the military, I did get plenty of insight during my mercenary days."

"Yes, I read some of your file," said Vincent, still shuffling the deck, "You really got around."

"Oh I did. It was a chaotic existence. Find people willing to pay you for your services and carry them out to the fullest. Whether it was assassination, blackmail, or simple reconnaissance…I did my duty and I always succeeded."

"Yeah, I understand. Believe me…We both do," said Scott in a more distant tone, "Only you had more freedom to go your own path. We were always controlled and guided down ours."

"You may think that, but that really wasn't the case," she said, sighing somewhat at the difficult memories associated with such a life.

"What do you mean?" asked Vincent curiously, wondering just what made this woman do what she did.

"I'm a shape shifter in case you've forgotten. I'm a freak, plain and simple. I didn't have the freedom to be myself. I didn't have the freedom to live my own life. All I ever did was steal certain piece of the lives of others, doing whatever was necessary to get by. And needless to say, there aren't a lot of options for someone of my skills. So naturally, I turned to the path of a soldier to guide me."

"Hmm, I never thought of it like that," said Vincent, who stopped shuffling for a moment to run that through his mind, "Sounds kind of like having your entire identity erased."

"I suppose it was in some ways. But the difference was that I had my identity…I just couldn't use it. And looking back on it, the only thing that kept me going during that time were the tenets of a soldiers…To Fight, survive, and win. They were simple, clear, and concise. And I guess its part of what shaped me into who I am."

"Yeah, it shows," said Scott, casting the shape shifter a slight smile, "I don't think anybody other than a soldier would have sacrificed so much for a loved one. And after seeing what you put yourself through with Magneto, I think you deserve a little credit."

"That's your opinion," she muttered, "At least you believed in better ideals. You fought to save innocent people. I just fought for myself and nobody else. I didn't care who got in my way. I didn't care who I had to kill. It was purely survival for me…Survival in a world that had completely rejected me."

"Yeah, I know how that feels," said Vincent, his thoughts drifting back towards the time he spent on the streets during his childhood, "So is that way you chose to go with Magneto and the Brotherhood?"

"No, it was a bit more complicated than that."

"How so?" asked Scott.

The memories of her decision to go with Magneto were probably going to haunt her for the rest of her life. It was among one of her greatest mistakes, choosing to follow that man. It only brought her great pain, frustration, and heartache because it further distanced her from her kids. But regardless of how much she hated her decision, it was one she could not unmake. And even though that part of her life was behind her, it would surely affect her for many years to come.

"I guess it had more to do with me wanting things I couldn't have," she said with a sigh, "As exhilarating as the life of an internationally wanted mercenary was, it wasn't a life I wanted to be stuck in. I wanted to get out. I wanted to have a life. I wanted to have a family. I honestly tried to get away from it all, but no matter what I did, I couldn't escape what I am and I had to keep hiding myself from the rest of the world. It was so lonely…So disheartening. Hell, there were times I just wanted to end it all right then and there. But after I had Kurt and later adopted Rogue, it really did give me something to live for. Because now I was no longer simply out to survive in this chaotic world…I was out to protect my children from it."

"And you thought you could best do that with Magneto?" said Vincent, sounding a little skeptical at that.

"Yeah, I know…Bad assumption on my part. But I honestly thought that his views made more sense because I knew the world never accept me as a mutant. And I knew Kurt and Rogue were doomed the face the same problems. And I just…I didn't want them to have to go through the same shit I did. I wanted to make things better for them. I thought that with Magneto, he would push for mutant equality more forcefully than Xavier and we as mutants would take our rightful place. But as you both probably know, Magneto's goals were a lot more self serving than he let on."

"Yeah, I guess it kind of goes back to the whole telling people exactly what they want to hear," said Scott.

"Exactly…And I fell for it hook, line, and sinker. He knew I hated being labeled as a freak. He knew I wanted to live my own life without having to steal the lives of others just to function. He completely tricked me…Not unlike the way Sinister tricked you. We were all used. We believed what we were told. And we paid the price."

"Yeah…Don't I know it," said Vincent with a sigh.

A heavy silence soon formed over the three soldiers, for they had more in common between them then they could have imagined. It was remarkable to think that had all been used in the same way, manipulated and deceived only to further help the gains of some crazed madman. They all could definitely relate. They could share this hurt. And despite her lingering grudge, Mystique had to admit that it was nice having people who genuinely understood.

"Thanks for letting me rant," she said with a sigh, "I kind of needed to get that off my chest."

"Hey, no problem," said Scott, managing to smile despite the grim topic of discussion, "We got to make up for what we did somehow. Consider this just part of it."

"Yeah, I'll keep that in mind," she said, her tone finally starting to sound a little lighter.

"Just remember that your not alone here, Ms Darkholme," said Vincent as he resumed shuffling the cards, "We've been down the same roads before. And if you ever need someone to unload on, just know that Scott, Jean, Wanda, X, and I would be more than willing to help. We owe you that much."

"I appreciate that, but as long as the redhead keeps her distance, then I'll be fine," she said, making it clear to the two young men that she still had a thorough distaste for that woman for what she did to her.

"Well, at least try to give her a chance at some point," said Scott in defense of his lover, "She said she was sorry and I know that's not enough to you, but that doesn't make it any less true. I'm not saying you have to like her, but would you at least give her the benefit of the doubt?"

"I'll…Think about it," she said with a defeated sigh, "But don't expect me to be all buddy-buddy with her overnight."

"Don't worry, Ms Darkholme, I am still a realist," assured Scott, smiling back at her.

"Good…And please, call me Raven," she said, still seeing the respectful soldier as being a big part of them.

"Very well…Raven," said Vincent as he prepared to deal the cards, "Thanks again for hanging with us. It sure does get lonely around here in a place where everybody seems so suspicious of you."

"Tell me about it," she said with a slight laugh, "Honestly, you'd think they get tired of casting us death glares after a while."

"Yeah, but I guess some of these people here are just really stubborn," said Scott with a shrug.

"No surprise there," said Raven, actually smiling now as they all reflected on their current situation.

They continued playing their game, the conversation between them remaining a bit more relaxed as shared war stories and even compared battle scars. It was the first time Scott and Vincent had managed to hold a decent conversation with somebody outside the unit. And for Mystique, it was the first time she got a chance to talk to people who really understood her. It was a welcome feeling, one that she never would have expected to have with these two. And grudge or no grudge, they were still nice company and probably one of the only ones who she could talk about the complicated life of a soldier with.

Their games continued and they kept up with their stories, simply reflecting on where they had come from and how they had ended up at this point. It was nice to get this stuff off their chest, especially with others who understood. The rest of the mansion may still have harbored a great deal of resentment towards them, but that didn't mean they couldn't find some solstice during times of such uncertainty.

"So how much longer do you think we'll have to stay here?" asked Scott as Vincent gathered up the cards in preparation for another hand.

"Beats me…As long as we have to," said Mystique, still not willing to go out and face more death glares.

"Well as long as we've got plenty of stories to go around, then I think we'll manage," said Vincent with a smile as he continued to show off his super speed abilities in shuffling cards.

Just then, the doors to the library suddenly opened and Kurt and Rogue stepped in, quickly drawing the attention of the three soldiers.

"Mama, are you in…" but Rogue quickly stopped in mid sentence as she saw her at a table playing cards with two of the soldiers from Shadow Cell.

Like the rest of the institute, Kurt and Rogue had not been all that comfortable around Shadow Cell to say the least. And to see them hanging out with their mother was a bit unnerving since they had yet to find any such comfort to trust them enough to be around their mother.

"Oh, uh…" she stammered as she and Kurt began to back away, "Sorry, Ah didn't know ya were busy."

"Ja, ve'll come back later," said Kurt as he and Rogue prepared to make their leave.

"Hey wait!" said Mystique, stopping them before they could get away, "Don't just up and leave like that! Why don't you stick around and play some poker with us?"

Kurt, Rogue, and even the two young soldiers of Shadow Cell cast the shape shifter a strange look. But she knew as well as the others that if this awkwardness was ever to be alleviated, they would have to start somewhere.

"Are you serious?" said Rogue skeptically, casting an untrusting glance towards Scott and Vincent, "Why would we wanna play with them?"

"Well, why not?" she said in response, mixing in a little parental scolding.

Neither Kurt nor Rogue knew what was going on. Near as they could tell, their mother resented Shadow Cell as much as they did, but now things seemed to be a bit different. Had something happened? Did they miss something? Despite this, however, she seemed quite serious in her proposition.

"Come on, you two have been telling me I need to loosen up a bit, so why try this?" she reasoned.

The two siblings exchanged a conflicted glance. Looking back over at the two mutant soldiers still sitting indifferently to their presence, it still didn't feel right. But then again, if Mystique could do it, why couldn't they? They had been told time and time again by the Professor to give Shadow Cell a chance and for the most part, they had been just as reluctant as the others. But then again, they had been spending so much time with Mystique that they never really had time to consider their views towards Shadow Cell. And now that she here with them, why not try to kill two birds with one stone? After all, if they didn't then who else would?

"Vell, I guess it couldn't hurt," shrugged Kurt as he teleported over towards the table and took a seat next to where Mystique had been sitting.

"Yeah, as long as these two don't go all super soldier on us again," muttered Rogue as she joined her brother.

"Glad to see you have so much faith in us," muttered Scott in a sarcastic tone.

"Hey, come on Rogue," said Kurt, trying to be a little more optimistic about this, "If zhey haven't gone nuts on us by now, zhen I zhink it's safe to say zhat zhey don't have any plans to."

"Yeah, good logic, Kurt," said Vincent as he continued to shuffled the cards at inhuman speeds, "And besides, even if we did, we'd have to go through your mother…And honestly, that's something I'd rather avoid."

"Smart move, Vincent," said Mystique, casting him a humored grin, "But enough with the icebreakers. Come on, let's play some poker."

* * *

Back at Bayville Mall, Tabitha and her two friends were using every bit of their knowledge of fashion to help restyle and revitalize the two mutant soldiers into presentable civilians. Ever since they had arrived, they had been stuck wearing clothes that were lent to them by Betsy and Rogue and it was high time in their minds that they found a style of their own. But despite Tabitha, Kitty, and Amara's extensive mall experience, such a feat was proving to be harder than they could have imagined.

"Come on you two, you've been in there for ten freakin' minutes!" exclaimed Tabitha as she and the other girls stood outside the girls' dressing room of the Gap, waiting to see the fruits of their labor.

"I'm coming! I'm coming! Just hold your damn horses! I swear, you're more impatient than some of my old drill sergeants!" shot Jean from the changing room as she slipped on her shirt and made one final adjustment to her pants.

The three other girls were starting to get restless. As much as they loved shopping, these two were proving to be quite the hassle when it came to choosing something as simple as a new outfit. They knew shopping with soldiers would be an experience, but they had no idea it would be like this.

"God, these two are impossible!" groaned Amara, "We've been in here for over an hour!"

"Yeah, I mean, why do they have to be so picky about this? They practically hated everything we showed them," added Kitty.

"Girls, girls…" said Tabitha, trying to mediate the overall mood, "Let's cut them some slack. This is the first time they've done a mall crawl before. They gotta take baby steps, you know?"

"I don't know, Tabby…" said Amara in an uncertain tone, "These two aren't exactly your run of the mill teenage girls. They're soldiers for crying out loud! And I still have some of the bruises to prove it."

"Oh now you're just being bitter," scoffed Tabitha, "Honestly you two, you're starting to sound like Warren."

"Hey, I'm just stating the facts here," argued Amara.

"Yeah, and they don't exactly seem to be enjoying themselves so far," added Kitty.

"Oh ye of little faith," said Tabitha, still not daunted, "You two seriously have to get over this shit. I mean, come on, these two are okay. They got us a ride in Warren's car, didn't they?"

"Which they drove like maniacs, mind you," muttered Kitty.

"Oh, and you don't?" said the young blonde with a grin, "At least they were skilled enough not to leave any dents, scratches, or messed up sign posts all over the hood."

"Hey, that was only ONE time!" exclaimed Kitty in her defense.

"Oh I'm sure."

Just then, Jean and Wanda finally stepped out of the changing room after having struggled a bit with some of their new clothes. Over an hour and a half of browsing, bickering, and rejections finally seemed to culminate for the young women who had spent the better part of their lives in a war zone. And at last, Kitty, Tabitha, and Amara could see the fruits of their labor.

"Okay girls…How does this look?" asked Wanda, hoping that this would end this seemingly incessant search.

The three other girls looked upon the two young women with mild shock in their eyes, for if they hadn't known about their complicated pasts, they would have easily passed for normal girls. Jean had on a pair of skin tight, dark blue jeans that hung extra low on her waistline along with a tight fitting red shirt that seemed to really bring out her full, womanly shape. Wanda also looked very nice, wearing a pair of equally tight black leather pants which also rode incredibly low along a scarlet shirt without any sleeves that partially matched the tone of her old uniform. They both also bore new shoes, which were quite a departure from the usual heavy duty military boots they were so used to wearing.

But differences aside, they both looked good…Very good in fact. Their new outfits really helped to exemplify the enhancements done to their bodies as well as their years of military training. And in the eyes of the ever outgoing Tabitha, it was mission accomplished.

"Ladies, I think we've finally done it here!" said Tabitha as she looked back at the two older girls with an approving look on her face.

"The underwear still feels weird though," said Jean, adjusting the bra again under her shirt, "I thought you said we'd get shit that was actually my size."

"Hey, it is your size, Red!" said Tabitha in an encouraging tone, "It just feels a little uncomfortable because it's designed to really bring out your cleavage. And you two definitely have plenty to offer in that department!"

"Cleavage?" said Wanda, also finding this thing to be a bit of a hassle, "Why would we want that?"

"Yeah, our boobs are big enough from the enhancements," grunted Jean, thinking these girls were just messing with them in some areas.

"Oh you can never have enough cleavage!" said Tabitha with a wry grin, "Believe me, it's one of the best tools a woman can use!"

"Well then how come it hasn't worked on a certain Kentucky farm boy that you've been buying wonder bras for since last month?" quipped Kitty with a humored grin, earning her a distasteful look from the young blonde.

That got Amara to laugh a bit, for she knew full well that Tabitha had been attracted to Sam for some time now, but unlike other boys, she seemed a lot more reserved about making a move with him.

"Yeah, yeah…Laugh it up," she muttered to her friends, "I don't see you trying anything to entice a certain fuzzy friend of yours."

"Whoa! Hey, low blow there, Tabby!" said Kitty, suddenly blushing profusely at the mention of Kurt, "You know Kurt and I are just friends."

"Yeah, and I'm not a princess," said Amara, rolling her eyes at the young valley girl's denial.

"It's true!" she spat, getting rather defensive about it.

"Hey! Take it easy there, Kit. No need to get all worked up about it," said Tabitha, quickly stepping in before this little argument escalated any further.

Kitty took a few deep breaths, knowing this was neither the place nor the time.

"You're…You're right," she said, managing to calm herself down, "Sorry, I just…"

"Hey, no biggie, it was just a comment. Nothing more," said Amara, although she was beginning to think that Kitty may have given too much away from her abrupt reaction.

Both Jean and Wanda found this all the more confusing. They had intensely studied the art of human interaction and psychology during the course of their training, but this behavior was simply baffling. Maybe it was because they were taught such skills with a greater emphasis on military applications or maybe it was just a civilian thing, but either way it was still quite enigmatic.

"I still don't see the need for all this cleavage shit," said Wanda, feeling as though the comfort wasn't worth it.

"Trust us on this one, Wanda," said Tabitha confidently, "This kind of thing is definitely a must when it comes to living in a world full of hormonal men! Wear your cleavage like a weapon and there's no man you can't entice."

"Why the hell would we want to do that?" scoffed Jean, "If I ever catch anybody looking at me like that, I'll rip his balls off!"

"Dude…" said Kitty, her eyes widening with shock upon hearing those words, "That's a bit extreme, don't you think?"

"Yeah, besides it's just for fun," said Amara, finding this little quirk of theirs to be a bit disconcerting.

"Well after being leered at buy GURSO soldiers all my life, I think I've had enough attention for one lifetime," Jean explained, her tone firm and strong, "And besides, I'm a telepath, remember? I know what they're thinking when they look at me."

"Hey, I totally believe that," said Tabitha, who didn't seem nearly as shocked or horrified at their words, "You're right, that's just how some people are I'm afraid. But as long as they exist, why make the best of it? There are plenty of great guys out there and you two are both smoking hot, so the world is pretty much your oyster."

"Thanks, but no thanks," said Jean sternly, "Scott's the only man I want."

"Scott? Wait, you mean you two are like…Involved?" said Amara in a curious tone.

"Yes, but it's more than that," said Jean in a vehement tone, "Scott's a friend, a soldier, a comrade, and a lover. I've known him since I was ten and he's always been there for me both on and off the battlefield. I trust him with my life, my heart, my soul…Everything. And anybody who just calls it anything less will have to answer to me!"

"Wow, like, take it easy, Jean!" said Kitty, finding her words to be a little disconcerting.

"Yeah, we weren't the ones that mentioned Scott…You were," said Tabitha.

Jean let out an exasperated sigh. Even in the world of civilians, she still managed to get worked up about things like this. And now that her relationship with Scott was less a discrete, forbidden affair, it was finally being allowed to manifest in new ways. The same held true for Vince and Wanda, who were just beginning to scratch the surface of their relationship. And in this new world, they both had a long ways to go. It was just a matter of adapting to all these new changes.

"Right…Sorry, it's just…It's hard still thinking that the rules of the military apply," said Jean, sounding a bit calmer.

"Meh, don't worry about it you two," assured Tabitha, still the more understanding of the group, "Just give it time. I'm sure you and your boys will adapt. And these new clothes can only help."

"Well I still don't get it, but I'll trust your word on that," said Wanda, who finally gave up trying to adjust her bra.

"Glad to hear, girlfriend!" said Tabitha, still brimming with enthusiasm as she took in the accomplishment before her, "And if you're both happy with my work, go ahead and change and we'll pick out a few more outfits like this one before we go on to the next step of our little venture!"

"Oh I can't hardly wait," said Jean in a sarcastic tone as she and Wanda once again disappeared into the changing rooms.

Once they were out of sight, both Kitty and Amara once again turned to their friend, casting her a strange look.

"What? I think they're really starting to come around here! We succeeded in getting them a new look, didn't we?"

The two other girls just shook their heads and laughed, for it seemed as though nothing could bring Tabitha out of her rut when she was in her groove.

"You know Tabitha, sometimes your optimism astounds even me," said Kitty, earning her a round of collective laughs.

Once Jean and Wanda were done, they picked up a few more outfits that were similar in style so as to make a decent wardrobe. They also picked up a few things for the boy as well, knowing that they were probably getting just as sick as they were wearing all these loner clothes. X23 on the other hand, may require a separate trip. But they didn't want to think too much about that now as they proceeded onward to the next leg of their little excursion, simply following Tabitha towards the central area near the checkout counter for one last little accessory that would hopefully add the finishing touch towards making them look like true civilians.

"Okay you two, we've got new clothes to help make you look smoking hot, but before we call it a day, we need to move onto a little aesthetics," proclaimed Tabitha as they stood before what was without a doubt one of her favorite parts of the store, "So tell me…Any of you girls have an experience with cosmetics?"

"Cosmetics?" said Jean, not knowing what exactly she meant by that, "Does cammo paint count?"

The young blonde gave her an odd look, but she quickly brushed it off, for she should have expected as much from the young soldier.

"Oh boy, looks like we'll have to work on this as well," muttered Amara.

"No worries, ladies! For when it comes to makeup, I'm your girl!" said Tabitha in an enthusiastic tone.

"Gee, I wonder what gave that away?" said Kitty to Amara, causing them both to laugh, which Tabitha completely ignored.

"In the world of civilians, sometimes it's just not enough to wear good clothes. You also have to look and smell the part."

"Smell?" said Wanda, once again not getting this concept, "Why would we need to smell good? Wouldn't that just make you too conspicuous?"

"Well outside the military, we don't worry that much about standing out in a crowd," explained Tabitha, who couldn't help but laugh somewhat at their remarks, "Hell, for some of us, we prefer it! And for those occasions, it's always helpful to have the best makeup you can muster!"

"Makeup huh?" said Jean, only vaguely familiar with the matter, "Smells like shit."

"Oh don't knock it till you've tried it, Red! Here, let me show you."

From this point on, it was pretty much all instruction and demonstration for the two young soldiers. Tabitha remained very enthusiastic about showing them the ins and outs of cosmetics, but for the most part, they still didn't seem to get into it. Kitty and Amara tried to help in whatever way they could, picking out shades of lipstick and perfume that they though might go well with the two older girls. But for the most part, they didn't really like what they chose. If anything, they were a bit annoyed by it.

Nevertheless, Jean and Wanda soon found themselves getting into it. There was still plenty they didn't understand, but they managed to make the best of what they knew for the most part.

"So what do you think?" said Tabitha as she showed Wanda a mirror so that she could check her appearance.

"I think I look like a clown," she muttered as she took in her new look.

"Hmm, maybe the blush was a little too much," said Tabitha, using her acute fashion knowledge to make a refined judgment, "But I think we finally got the right lipstick."

"Yeah, I guess so," she said, still finding her appearance a little odd as she wiped off some of the mascara, "But I really don't know if all this stuff is necessary."

"Hey come on, don't you want to give that big, strong, handsome man of yours a little treat?" said Tabitha with a suggestive grin, "Who knows? He might really like it."

"I don't know," she said, looking over some of the many samples that she had yet to try, "Putting all this shit on my face makes me feel like I'm kind of hiding something. And since I kept my feelings for Vincent bottle up for so long, I really don't want to hide from him any more."

"Hey, you're not hiding from him, Wanda," said Tabitha in an encouraging tone, "You're just giving him something pretty to look at. Is that so wrong?"

"Well…I guess not. But with this? How do you know he'll even find this attractive?"

"Oh trust me, girlfriend…He will!" said Tabitha in full confidence as she helped Wanda further refine her look.

While the young blonde was working her magic on Wanda, hopefully preparing a nice little treat for Vincent when they got back, Kitty and Amara did their best to help Jean, who seemed to be having slightly better luck than her friend.

"I think you should go with a darker shade," said Amara as she watched Jean apply some light mascara to her cheeks.

"Oh, like, you always think people should go with a darker shade," said Kitty, rolling her eyes at her friend's remark, "Just because it works for you doesn't mean it works for everybody."

"Hey, I'm just saying it may go along better with her hair," said Amara in her defense, "Especially if she let it grow a bit."

"Why would I want to grow my hair?" said Jean, running her hands down her short, yet distinctly feminine style, "I've always kept it at this length. I've had to so that it doesn't get in the way during combat."

"Well you're not, like, in combat anymore Jean," reminded Kitty, "You're free to grow your hair to whatever length you want. And I think longer hair would really look good on you."

"I don't know. I like to keep it manageable."

"Well that's understandable. That's what Rogue always tells me as well," said Kitty, thinking both Jean and Rogue seemed to share uncannily similar tastes when it comes to hair length.

"Yeah, and personally, I think it looks just fine. But you shouldn't be afraid to style it every once in a while," said Amara.

"Whatever," said Jean with a sigh, still not understanding this whole 'fashion' thing that these girls seemed so passionate about.

As Jean leaned forward to make a few final adjustments to the makeup, both Kitty and Amara suddenly noticed the tattoo she had on her lower back which had been concealed for the most part since her arrival. At first they weren't sure what it was, for they were never really sure when it came to these two. But as they took a closer look, they got a feel for just how elaborate the majestic mark was.

"Wow! I didn't know you had a tattoo, Jean," said Kitty as she and Amara took in the sight of the fiery red Phoenix etching majestically onto her lower back.

"A tattoo? Oh let me see!" said Tabitha, suddenly diverting her attention away from Wanda to check it out.

"Huh? Oh, that? Yeah, I got that years ago. Everybody in the unit has tattoos in some form or another. We kind of use it as our own little mark to help symbolize our identity," explained Jean, as she lifted her shirt a bit to give them a closer look.

"Yeah, and you got the most elaborate of them all," commented Wanda, "It took them what? Two hours to make that thing?"

"Two hours!" said Kitty, wondering how anybody could endure a tattoo needle for that long.

"Well to be fair, tattoos are just scars and since we all heal faster than normal humans, the guys who gave us these things had to use special tools that Sinister made," explained Jean.

"Well it must have hurt like hell," said Tabitha, who had been thinking about a tattoo, but the pain factor always seemed to dissuade her.

"Not really," shrugged Jean, "Then again, I have gone through extensive torture endurance training. And besides, I wanted to get something that really went along with my codename."

"Yeah, I figured that," said Kitty as she took in the majestic detail, "Phoenix is definitely a hell of a codename."

"No kidding! I wish I had one like that," said Tabitha, "Boom Boom sounds SO unoriginal."

"Hey, it sure beats the hell out of the other name they wanted to give me," said Jean as she lowered her shirt and set aside some of the makeup that she had been sampling.

"Really? What was that?" asked Amara curiously.

"Psycho Mantis."

The three girls cast her a strange look, not knowing whether or not they should be humored by a name like that.

"Yeah, yeah…I know. It sucks," conceded Jean, "Which is why I'm glad I didn't go with it."

"Well I think it's good that you did," said Tabitha, still taken by the sight of the elaborate tattoo, "Phoenix is just such a cool name! Sure beats the hell out of Boom Boom, which sounds more like the name of a porn star rather than an X-man."

"Well if you don't like it, then why don't you change it?" inquired Wanda.

"Meh, don't really care," she shrugged, "Besides, a name like that kind of makes for another means to entice and manipulate men."

"True, but you have to admit Tabby, it makes for some pretty lame pick up lines," said Kitty, "Like, remember that time you were all 'let me show you why they call me Boom Boom' when you first saw Warren and Betsy nearly decapitated you right then and there?"

"Blegh, don't remind me. Besides, how the hell was I supposed to know that little miss ninja was the jealous type?"

As the three girls continued to admire Jean's tattoo, something else caught their eye…Something that lay just above the majestic mark that the redhead had named herself after. And once gain, Kitty, Tabby, and Amara found themselves deeply curious.

"Damn, Jean! Like, where the hell did you get a scar like that?" said Kitty as she saw what looked like a rather sizable gash across Jean's upper back.

"Oh that? I got that in Sarajevo about a year and a half ago when we infiltrated one of their notorious state sponsored death camp. Apparently, I didn't shoot one of the guards enough and he attacked me with a knife."

"Yeow! That must have hurt," cringed Amara.

"It did. It stung like hell for the rest of the mission, but it's not the worst wound I've suffered," shrugged Jean as she then lifted up her shirt a little more to show another mark she had on her side, "I've been shot over a dozen times, stabbed just as much, broken at least several dozen bones, and suffered more concussions than I care to recall."

"Damn girl! You're pretty tough!" said Tabby as she ran her hand over the slightly visible scar where a bullet had ripped through her side.

"Oh that's nothing," scoffed Wanda, "You should see the scar I've got on my leg when some prick in Tibet jammed knife right down to the bone."

"Yeah, and don't forget that time you nearly had your arm shattered by that RPG in Syria," said Jean.

"Oh yes, I remember that," said Wanda, looking back at her left arm which had bore the blunt end of that blast, which still had a few tiny scars here and there, "It looked like a fried chicken for the rest of the mission and there was a shard of glass the size of a golf ball sticking right out of my shoulder."

"Like, ewww!" cringed Kitty, finding that too disgusting to picture.

"Dude, you two are like a mosaic of scars!" said Tabitha, finding it a bit more intriguing than sickening.

"Comes with the job I guess," shrugged Jean, "And if you think these are bad, just be glad that neither Vince or X show their old wounds. Hell, I remember this time when X23 took a grenade right to the face and nearly had a chunk of her lower leg torn off. But thanks to that healing power of hers, she was ready to kill the fucker who hit her within a few minutes."

"Can't say I blame her," said Amara, unable to picture the kind of agony something like that would have caused.

"Oh, and don't forget that time Vincent went right into that chemical weapons plant in Iran and was hit with so much nerve gas that he puked for three hours straight and went blind for a day," said Wanda, remembering that little incident all too well.

"Yeah, you didn't leave his side the whole time," said Jean with a smile, knowing that memory probably held more meaning to the both of them now.

"Hey, it's no different than that time you stayed with Scott when he took three bullets to the chest and you had to telekinetically yank them out of him."

"But I held his hand the entire time and let him bite on one of my bullets," reminded Jean, never one to leave out the details that had the most meaning in her eyes.

"Wow! That is, like, romantic on a totally weird level," said Kitty, not knowing whether to be touched or sickened.

"More like disturbing," muttered Amara.

"Oh, lighten up, Amara!" said Tabitha, giving her friend a playful slap on the back, "I think it's sweet! Sharing the pain of bullet wounds with a lover…Can't get much more intimate than that."

"Tabby, you have, like, a weird sense of romance, you know that?" made Kitty, laughing somewhat at her friend's comments.

"Hey, you don't have to read cheesy novels to know love!" she shrugged, "Some show affection by walks on the beach and candlelit dinners, others show them by digging bullets out of each other! It's SO sweet!"

"Oh, I'm sure," said Amara with a light chuckle.

Once again, the three girls had officially lost Jean and Wanda. They still found so much of this banter to be very strange. It was just so different when they were on their reconnaissance run because they had a clear cut objective on what to look for. But now that they were civilians and were no longer on a mission, ascertaining these bits and pieces of human interaction was a challenge at best.

"So are we done here?" asked Amara, "Is this enough for you two?"

"Well…" said Jean as she looked down at the lipstick and small makeup kit, "I guess the lipstick looks okay. I'm still a bit skeptical about the whole makeup thing."

"Hey, don't stress over it too much Red," assured Tabby, "Just get the starter kit for now and you and I will work on finding your style together. By the time I'm through with you, Scott won't be able to keep his hands off you!"

Despite her lingering uncertainty about this matter, Jean actually found herself smiling at that, for such a notion definitely had it's appeal. Looking back in the mirror, Jean still found her appearance strange, even though she had wiped off most of the blush and wore only the lipstick. She wasn't sure if Scott would find this enticing, but then again, she wouldn't know for certain until she showed him.

"I guess this will do for now," said Wanda as she gathered up her kit and lipstick, "I'll fool around with this stuff later. Maybe I'll even get one for X23."

"Oh, like, definitely!" chirped Kitty as they all made their way to the checkout counter, "And if you want, we could even schedule another little outing like this so we can have her experience all this as well."

"Umm…I don't know about that," said Wanda in an uncertain tone, "X isn't necessarily a 'people person' to say the least."

"Yeah, and what part of that is supposed to shock us?" made Amara, rolling her eyes somewhat at such an obvious notion, "I can't say I would expect anything less from a girl who has Logan's DNA."

"Like, totally!" said Kitty in agreement, "There must be some kind of anti-social gene written in their blood or something."

"Hey, it's just the way X is. She's alright. We've been working with her for over five years. She's like a little sister to us," said Jean.

"Well that doesn't mean she's immune from Logan's tendencies," groaned Amara at the mention of the feral young girl, "My head is still ringing from that concussion she gave me."

"Hey, I've seen her eviscerate an entire gang of Yakuza in Hong Kong with nothing but her claws, so consider yourself lucky," said Wanda with a slight laugh, "She did you a favor using only a standard takedown move. That just took you out of the fight so you didn't have to get hurt any more than you had to. And a concussion just happens to be a side effect. Hell, a concussion should be the least of your worries. I've seen her literally rip a guys head off."

"Yeah, like, that's comforting," muttered Kitty.

"But SO like somebody made in Logan's image," said Tabitha, who seemed a bit less disconcerted by such a revelation, "By the way, if this X23 chick really was created from Logan's blood…Doesn't that technically make them family? I mean, isn't Logan kind of her father now since it was his blood that made her?"

Both Wanda and Jean exchanged glances, not having thought too much about that for the most part. However, such a notion had come to mind that day when Logan came out to join them during their training. They saw the way they interacted and they witnessed just how alike they truly were. They both had vivid memories of X23 being very isolated and alone during those early days at Shadow Cell and how desolate she felt for not having anybody. They had families at one point…She didn't. And that had always been a source for sorrow.

But now that Logan was in her life, did that really make them family? Was their blood bond and their tortured pasts enough to make them so? Such questions could be debated until doomsday and for Jean and Wanda, who were still deeply concerned for their friend and comrade, it was definitely something to think about.

"I…Wouldn't go that far just yet, Tabby," said Jean, trying to find the right wording, "X is still working a lot of things out…We all are."

"Well I think there can be, like, some major benefits for the both of them," said Kitty, who had noticed the affect X23 was having on their favorite feral instructor as well, "I think they definitely deserve something like that after everything they've been through."

"Yeah, good point, Kitty," said Wanda, not having really thought of it from that standpoint, "But I guess only time will tell."

"Yep! But for now, let's just pay and get out of here! I'm starving and I hear the food court a calling!" said Tabitha, eager to move on from here.

"Well whatever the hell that is, we'll get there. Just let us pay, first," said Jean, taking out her new debit card which she had just gotten yesterday, "We have plenty of money, so just sit tight."

"Hey, look who you're talking to," said Kitty with a smirk, earning her another glare from Tabitha.

While the two former soldiers waited in line with Kitty, Amara, and Tabitha standing close by, suddenly a few unexpected guests made their presence known as a rather distinctive commotion came from the area back down towards the entrance. It didn't really resonate much for Jean and Wanda, who were used to filtering out such distractions, but for the three younger girls, it was an immediate cause for great dread, for they knew that there could only be one source of such a racket.

"Oh shit! Not them…Not now!" groaned Kitty as she saw a posse of familiar faces from school make their way towards them.

"On no! What's Duncan doing here?" said Amara, quickly sharing her friend's concern.

"I don't know! I thought he got suspended after that little scuffle with Warren during that PTA meeting bit," said Tabitha, trying to avoid his line of sight.

"He was, but I hear Principal Kelly managed to revoke it," said Kitty with a distasteful tone.

"Figures…" said the young blonde in response, "Just stay back and try not to make eye contact."

However, as the three girls quickly tried to take cover, Jean and Wanda remained indifferent to it all, not really noticing the commotion. But despite this, that didn't stop Duncan Matthews, the star QB of Bayville High and an avid hater of the Xavier kids, from noticing Jean and Wanda.

"Hey, check it out Dunc," said one of his buddies, directing his attention over towards where Jean and Wanda were paying for their purchase.

"Wow," said the young jock with a cocky grin, "And I thought Gap was for old nerds."

"Guess not. Damn, I wonder what a couple of good looking chicks like them are doing in a place like this?" said another one of his friends.

"Only one way to find out…" said Duncan with a confident poise.

"Oh man, 50 bucks says you can't get her number!" said one of his linebacker friends.

"You're on!" affirmed Duncan, "And if I can get one or both of them into bed by tonight, you owe me 200!"

"Deal!" said the linebacker, giving his fellow teammate a high five as if to cement the bet.

"Just sit back my friends and watch the master work his magic," said Duncan, his focus now solely on the two shapely, attractive girls…Not knowing for a second just who he was dealing with.

Jean and Wanda were just finishing their purchase, letting the cashier put all their stuff in a big bag and printing out a recite. They were almost ready to move on, when suddenly a voice diverted their attention and they were met with the sight of a young man with a cocky grin wearing a distinctive Bayville Hawks jacket.

"Hey there, I don't think I've seen the likes of you two around these parts," said Duncan in his best nice guy tone.

"Who the hell are you?" said Jean, not one to enjoy the presence of random strangers.

"You've never heard of me?" said Duncan, not daunted for a second by their unenthused tone, "Well since you're new here, allow me to introduce myself. The name's Duncan Matthews…Star QB of the Bayville Hawks and holder of the state record for rushing yards in a single game."

"And we should care…Why?" said Wanda, her distaste clearly apparent from the get go.

"Because I make it my mission to let all the beautiful women of Bayville know who I am," he said with a confident grin, "And you fine ladies definitely fit the bill."

Jean and Wanda exchanged glances. They knew this guy from their reconnaissance run. He was Betsy Braddock's ex boyfriend. They didn't get a whole lot of info about him over the course of that mission, but based on what they had just learned about him now, they could safely say that they didn't really like his presence.

"That's it, we're leaving," said Jean as she and Wanda gathered their bags and turned to walk away.

"You read my mind, Jean," said Wanda, which in retrospect wasn't that far from the truth.

Not dissuaded in the slightest, Duncan continued to press onward, for in his mind, these girls were just playing hard to get. That's what all beautiful women did, brush him off at first only to become putty in his hands later on. And these girls were beautiful, so why should this be any different?

"Hey, come on girls, don't be like that," said Duncan, keeping his nice guy tone, "At least allow me the honor of escorting you ladies about this fine establishment."

"Thanks, but no thanks. I'd rather dive headfirst into the middle of a Chinese nuclear testing site," said Jean, who couldn't get away fast enough from this persistent man that only had one thing on his mind when he looked at her and if she had her gun, she would have been quite tempted to use it.

"Ooh…Sassy," said Duncan, admiring the redhead's wit, "It should be a federal crime that we haven't gone out yet."

"Little man, if you don't get out of our way within the next few microseconds, I'll be tempted to go marine on your ass!"

"Marine huh? Sounds sexy," said Duncan, still grinning incessantly.

Letting out a frustrated grunt, Jean just wanted to get away from this guy before he burned him to a crisp with her pyrokinesis. She began looking for Tabitha, Amara, and Kitty, but noticed that they were still hiding and this only gave Duncan more motivation to stick around.

"Come on Wanda, I think we've overstayed our visit to this store," said the redheaded soldier as she and her friend.

"Definitely…It's even starting to smell funny," said Wanda in agreement as she followed her comrade out as far away from this guy as possible.

Yet still, Duncan persisted. He wasn't about to be rejected by a couple of girls like this. Nobody rejected Duncan Matthews…Nobody. Then again, he had never tried hitting on a couple of killers before, but he remained completely oblivious to this as he foolishly followed the two girls, keeping up with his relentless flirtation.

"Hey don't be like that," said Duncan as he reached forward to grab Jean's arm in order to stop her before she got away, "Just stick around a bit and I'll…"

But he didn't even get a chance to finish, for he had just crossed a line that should NEVER be crossed when dealing with the likes of Jean Grey and Wanda Maximoff. They had tried to resist the urge to give this guy a one way ticket to the emergency room and they had tried to be civil about it…But there was only so much they can take and if Duncan wouldn't get a clue, then they would make sure he understands now and forever just who he was dealing with.

"What the…AHHHHHHHHH!" he yelled, letting out a pain scream which resembled that of a little girl covered in spiders.

With a swift CQC maneuver, executed to perfection through years of training and skill, Jean forcefully grabbed the hand that Duncan had tried to lay on her and crushed it with her firm grip. Her enhanced body gave her strength that surprised even Kitty, Amara, and Tabitha, who were watching from afar with a wide eyed expression on their faces. And with a swift knee to the gut and a firm twist of the arm, the highly skilled soldier sent the ignorant young jock falling to the floor in a pained, crumpled heap.

"Ahhhhhh! Oh shit! Fuck!" he yelled, now in a world of pain upon hitting the hard floor and feeling the bones in his hands shatter like glass.

"I DON'T LIKE TO BE TOUCHED ASSHOLE!" yelled Jean in tone that would have petrified a Russian Commando, "I DON'T LIKE TO BE STARED AT! I DON'T LIKE TO BE HIT ON! AND I DON'T LIKE YOU!"

Giving his already mangled hand another squeeze, Duncan let out yet another pained cry.

"Ahhhhhhh!"

"I should rip your balls off out of general principle so you can't contaminate the world with your seed! But I'll let you off with a warning this time. And if I EVER catch you even so much as thinking about me or any of my friends for that matter, then no army on the face of the planet could keep me from finding you to make your body look just like your fucking hand! Now get the fuck out of my sight!"

And with those last firm words, Jean stormed off with Wanda following suit. Duncan remained on the floor, still in a world of pain as his friends came rushing over to his aid, cringing at the sight of his mangled hand.

"Duncan! Duncan, are you alright man?" said his linebacker friend.

"Ahhh!" he yelled again clutching his mangled hand, "God damn it, my hand! Fuck! This is my throwing hand! The couch is going to kill me!"

"Hey! Calm down man!" said another one of his friends as he helped him back up to his feet, "Let's just get you to the emergency room, okay?"

"Motherfucker!" he cursed, his body still reeling from whatever that redhead did to I, "God, those bitches! They were crazy!"

"Yeah, no kidding man. I'm surprised she didn't do worse. She looked like she was going to bite your head off," said his linebacker friend.

The group of jocks proceeded to make their way out of the mall, getting as far away from those two girls as humanly possible. But before they left, the linebacker had one last comment before they could put this behind them.

"Oh and Duncan…You owe me 50 bucks."

Back with the girls, Kitty, Amara, and Tabitha emerged with a look of shock and awe upon their faces as they met up with Jean and Wanda. They had actually done what pretty much everybody at the Xavier Institute had dreamt of…They made Duncan Matthews cry like a little girl. After all the shit he put them through since before even mutants were revealed to the public, it was nice seeing his jerk off attitude coming back to haunt him. And if he had the slightest brain in his skull, he would NEVER mess with them again.

"Dude…" said Kitty, her eyes wide with amazement as she stood before the two young soldiers.

"What? He was being an asshole," said Jean in an indifferent tone, "Now let's get out of here. I don't want to risk having some other prick come in here and force me to bust his balls."

Such words only caused the three girls to smile even more. As rough as these two were around the edges, they definitely had some spirit in them…Spirit that was truly worth admiring. They downed Duncan Matthews. They braved the insanity of a mall crawl with Tabitha. And that alone said volumes to their tenacity and strength not just as soldiers, but as human being. And based on what they had just seen, they had a feeling that these two were going to be alright in the long run.

"Red…" said Tabitha, a wide grin dominating her face as she led everybody out of the store and back into the main mall area, "I think this is the beginning of a beautiful friendship!"

* * *

AN: Ah the joys of the mall. Man, I have seen the movie "Mall Rats" one time too many! Oh well, that didn't make this any less fun to write! Now the five mutants of Shadow Cell are finally beginning to find their place. Even Mystique seems to be coming around and given her legendary stubbornness, that's not an easy task! There's still more to come, so stay tuned my friend! As always, I urge you to REVIEW! Send them to me via email or post it on the fanfiction website! Thank you all very much for reading and I wish each and every one of you the best!

SNOOCH TO THE NOOCH! REVIEW MY LOVLY PEEPS! REVIEW!


	57. Coming Around

**Sinister Soldiers  
Chapter 57: Coming Around**

****

* * *

"Okay, so let me get this straight," said Betsy Braddock as she, Remy, Sam, Bobby, and Jubilee heard about the rather eventful trip to the mall from Kitty, Amara, and Tabitha, "You took those two shopping for a new wardrobe, ran into my ex boyfriend, and they made him whine like a little girl?"

"And they broke his hand," reminded Tabitha with a grin.

"Okay, that's it! These two have officially earned a second chance in my eyes!" proclaimed Betsy, who couldn't help but laugh at the thought of her jerk off ex boyfriend crying in a heap on the floor, "Anybody who can lay out Duncan Matthews DEFINITELY deserves at the benefit of the doubt!"

"Oh totally!" said Jubilee, still clutching her sides from laughter upon hearing some of the things Tabitha told them, "Oh what I wouldn't give to have been there myself!"

"Yeah, it was quite a sight," said Amara, finding it equally entertaining, "Jean and Wanda may be a little rough around the edges, but they're actually okay when you're not on the receiving end of their anger."

"Yeah, like, they may have a bit of a temper at times, but they're pretty cool for the most part," said Kitty in agreement, "They had a ton of cool war stories, although some were a bit disturbing to say the least."

"Hmm…Well either way, if dey can make assholes like Duncan Matthews cry like a baby, den I guess dey deserve a shot," said Remy, who clearly remembered some of the incidents concerning Duncan that had caused so many complications when he was still involved with Betsy, "But still…Don't y'all t'ink it's still a wee bit troublin' to see how quick dose femmes are to layin' some dude out just for hittin' on em?"

"Oh you're just saying that because you're a world class flirt, Remy," said Bobby in a joking tone.

"Hey, how many times do I have to tell ya ice boy…Remy don't flirt, he charms," he said with his distinctive cocky grin.

"Oh…Then why hasn't it worked on Rogue yet?" said Sam, earning him a disgruntled look from the young Cajun.

"Yeah shuffles, I haven't seen you doing your thing around Rogue ever since you got back from that base," said Tabitha, naturally taking Sam's side, "I thought she could touch now."

"She can touch…But dat don't mean dat dere are other factors," argued Remy, seriously not wanting to have this conversation, "Rogue's been havin' a rough time ever since Mystique moved in. And now ain't exactly de time to be thinkin' 'bout shit like dat when she and Kurt are still workin' out family issues."

"Oh please, now you're just making excuses," muttered Jubilee, rolling her eyes a bit at Remy's words.

"Yeah, that's what I said!" shot Betsy in response, "Seriously Remy, how much longer are you going to keep delaying something like this? I thought you were supposed to be confident one who never squandered a single chance when it came to women."

Remy now felt as though he was in the hot seat as all eyes were on him now. He had faced a similar situation like this with Betsy a few days ago, but this was definitely worse because now it was as if everybody was ganging up on him. They didn't seem to want to mind their own business and pretty much anything that came out of his mouth was just fuel for their argument. It was a real no-win situation for him and it was definitely starting to wear thin on the Cajun's nerves.

"I…Why in de hell are ya doin' dis to Remy!" he spat, having heard enough of this for one day, "It's not like I comment on y'all's personal lives!"

"Because Remy…Contrary to what you may believe, we have noticed how you look at Rogue," said Sam logically, "We ain't stupid man."

"But dat don't give you no excuse to go pesterin' me about it!" he said as he shot up from where he was sitting and made his abrupt leave from the room, "Why can't ya just leave Remy be an' let him handle his shit on his own?"

There was a brief silence as they watched Remy make his leave. Nobody had much of a desire to follow him. It was only further proof to them that Remy was seriously stalling with Rogue when it came to making his move. Pretty much everybody knew first hand that those two had a thing for each other. It was abundantly clear from day one. And in their eyes, he was just being stubborn because now he couldn't make any more excuses when it came to actually pursuing something with Rogue.

But for some, they could tell that there was a bit more to it than that. There were definitely some deeper forces at work here. Anybody who even remotely knew Remy knew that he was never one to squander a good opportunity. And for that reason, there was plenty of cause for concern regarding his current situation with Rogue.

"Damn it guys! Why did you have to do that?" said Kitty as she got up to follow him.

"Oh come on, Kit!" exclaimed Jubilee, "How can we not? I mean just look at him…He's clearly stalling. Rogue can touch now and he's asleep at the wheel."

"Yeah, he's been flirting with her since he got here and it's getting pretty bloody annoying," added Betsy in agreement, "I mean, why don't they just stop fooling around and get it over with already? Didn't they learn ANYTHING from me and Warren?"

"Well did you, like, stop to really think that maybe he WASN'T making excuses? And maybe there is something more to it than you all think?" said Kitty, now standing in the doorway, "Honestly guys, I though were supposed to be the ones who didn't immediately judge what's on the surface. Isn't that what Xavier's always taught us? Or have you forgotten that too?"

Not sticking around for more excuses, Kitty quickly ran after the young Cajun, leaving the group of young mutants to think about what she had just said. In a ways, she had been right. But at the same time, it seemed rather odd that she empathized with Remy…Almost as if she was in a position similar to his.

"Well I think I speak for everybody when I say that this sure is going to end up messy," commented Bobby.

"Can't say it would surprise me if it did," shrugged Sam.

"Yeah, but I seriously hope that they come around soon," said Amara, "It really is getting old.

"No kidding," muttered Betsy as she turned back to Tabitha, "So…Tell me again how they made Duncan cry like a little girl!"

"Oh believe me, Bets…I don't care how long I live from this point on, but that story is never going to get old!" said Tabitha with another laugh as the tension around them quickly began to lift.

* * *

And as everybody once again clamored around Tabby and Amara for all the juicy details, Kitty managed to catch up with the young Cajun mutant, who was heading towards the garage with every intention to go out on a nice long bike ride to get away from all the bullshit. Everybody just wouldn't stop giving him a hard time about Rogue. They just wouldn't take a hint that maybe he wasn't exactly ready to take those kinds of steps with her…Maybe there were more forces at work here than simple lust. Kitty seemed to be the only one who understood that as she managed to catch the young man before he disappeared into the garage, hoping to let him know that he was not alone in this matter.

"Remy wait!" she said, causing him to stop just as he prepared to open the door.

"What is it, petite?" he said in an exasperated tone, "If ya came to rub salt in de wound, Remy ain't in the mood."

"No, like, believe me…That's the last thing I want to do," assured Kitty, her tone more sincere than joking for a change.

"Den what do ya want?" he asked, still skeptical at her intentions.

Kitty hesitated a bit before saying anything, for like Remy she had also found herself in an awkward position that made her feel paralyzed in many ways. Like Remy…She had another certain someone that she was deeply concerned about…Someone who she had also been rather close to ever since she arrived at the institute. It was not a situation she asked to be in, but damn it if it wasn't important to her and if anybody could understand such a predicament, it was Remy.

"Look…I just wanted you to know that I think they definitely went overboard putting you on the spot like that," said Kitty, hoping to sound sincere with this, "I know there's, like, more to it than that. I know there are probably a lot of other forces at work with whatever it is you're dealing with. But just know that…Well, I empathize with your situation."

Remy didn't seem to respond much at first, but he didn't doubt her intentions for a second. He believed her when she said she empathized, but at the same time, it was also a bit curious as to why she of all people would be the one to do something like this…Especially given her outgoing, upbeat nature.

"It's Kurt, ain't it?" he found himself saying, managing somewhat of a grin despite his mood.

That got Kitty to really blush more than she would've wanted to. Under normal circumstances, she would have denied it or at least tried to circumvent it…But given that this was Remy and he was in a situation not at all dissimilar to hers, she decided to save herself the trouble.

"Yeah…I had a feeling somebody would notice," she said, managing to return his smile.

That seemed to help them both feel a little bit better, for it was nice to know that they weren't alone in dealing with an issue like this. The others didn't understand in the slightest just how complicated these things were…It was all just so black and white to them.

"Well, den I guess we be in de same boat, eh petite?" he said, managing to break the awkward silence that had fallen over them.

"I guess so," sighed Kitty, "So what are we going to do about it? I mean, you've got Rogue and I've got Kurt."

"Don't forget Mystique."

"Oh yeah, how could I possibly forget her?" she muttered, thinking her presence sure wouldn't make it any easier, "But still, are we ever going to do anything about it?"

Remy simply found himself running his hand through his messy Cajun hair, feeling at wits end with this conflict. Sure, he really did want to let Rogue know that she really meant something to him, but at the same time things were just so complicated between them. They had always flirted, but because of her inability to touch, it kind of provided this unbreakable barrier between them that they kept using as an excuse to continue their little games. And now that the barrier was gone, where do they go from here?

Kitty was in a similar situation with Kurt. Only with her, it was more a matter of them being such close friends and putting that at risk by pursuing something more. Unlike Rogue and Remy, their friendship was a little rocky at first because Kitty had to adjust to his appearance. But even after they got past that, there were things like the Lance issue that got in the way and his brief, but unsuccessful pursuit of Amanda thanks in large part to bad advice he followed. But regardless, they really were at a crossroads now. It was actually a possibility, but could it really be done? Could she and Kurt really pursue something as well as Remy and Rogue?

"I…Still t'ink it's a bit early to tell," said Remy after giving it a little thought, "We got enough shit goin' on wit dem soldiers and Mystique bein' around, so it's probably best we not add any more to de mess."

"I guess that sounds logical," said Kitty, "But honestly Remy…Is that a reason or an excuse?"

"Honestly petite…It's a little o' both," said Remy, not having the energy to vehemently deny it at this point, "I t'ink ya just gotta wait for de right moment to come along. There are just certain t'ings dat ya don't rush…Dis bein' one of dem."

"Yeah, I know. But it sure doesn't make it any easier."

Remy simply laughed at that as he opened the door and made his way into the garage. Unlike Kitty, he had a lot more experience when it came to the opposite sex and he was well aware of the complications that so often came with it. And as they both were left to ponder just how they were going to go about their current situation with their respective love interests, Remy left the younger woman with one last little tidbit.

"Kitty…If there's one t'ing Remy's learned in all de time he's been around Rogue, it's dat nothing is ever easy when it comes to matters o' de heart."

* * *

Down in sub levels of the institute, the danger room was once again reduced to a heap of scrap metal as Logan and X23 finally finished their multi-staged session after over several hours of non-stop action. It was a rather interesting experience for the both of them…Two former living weapons that both shared the same blood fighting alongside one another with all the intensity and heart that had come to define them. And even though they probably wouldn't have openly admitted it to anybody, it did feel kind of nice to be around somebody who was like real family.

"That was a hell of a session kid," said Logan as the mechanisms powered down and the computers began to run the repair programs to assess the damage that had been done.

"Yeah, it was…Fun," said X23, flashing a rare smile, although she wasn't quite sure why.

"Ya sure know how to handle those guns of yours," he commented as he saw her do a few gun slinging tricks to check the balance and wear on her weapons, "Did ya really make em yourself?"

"Yep! Every last piece," she said proudly, "My comrades and I spent a whole week making our guns, ensuring that ever part was absolutely perfect. They're pretty much like limbs to us…Almost as much as my claws."

"That tends to happen to things ya make with your own blood, sweat, and tears," said Logan as they walked through the main hatch and made their way over towards the elevator, "Sounds just like me and my Harley."

"You mean your motorcycle?" asked X23, not really one for brands.

"You bet!" he said with a wolfish grin, "But it's more than just a bike to me. It's a way of life. Whenever things get messed up for me, I just turn to my bike and let all my troubles fade."

"Yeah, I've always kind of had a thing for motorcycles as well," said X23, remembering back to some of the missions that required her to use bikes to get in and out of a jam, "I don't know what it is about them, but even when I'm not in combat, they just seem to have this…This affect over me. It's like when I feel the wind in my hair and the hum of the motor it's just…It's comforting in a strange way."

"Guess that's just another little bit you picked up from me," said Logan with a grin, "You do have my blood after all."

Upon hearing that, X23 fell silent again. Every time she was reminded of how she was related to this man, it made her feel so strange inside. And after this little session together, she really got an honestly idea of just how alike they truly were. The shared so many of the same reflexes and strengths from the way they wielded their claws to the way they growled like animals when facing their enemy. It really was a testament to just how similar to they were to one another and it was for that reason why X23 had been getting so conflicted every time she thought about it.

"Somethin' on your mind kid?" said Logan, noticing the sudden shift in her demeanor.

X23 was tempted to just deny it like always, but in this instance she decided against that. Logan had already shown that he could read her like a book. There just were just so many new things she had been feeling ever since she met this man…Things she didn't know how to make sense of. But regardless of how confusing it was, she couldn't deny its power. And it all seemed to revolve around one simple word…Family.

"Logan…Do you have a family?" she asked him.

Logan was definitely caught off guard by that one, for that was probably the last thing he expected her to bring up. But looking back at those conflicted eyes of hers, he could tell that she was serious about this…So he simply answered, not knowing where it was going to lead.

"Well…For the most part, no," he said as they found themselves stopping just at the elevator, "In terms of family like a mom, a dad, and relatives…No, I ain't got none. My memory was almost completely wiped because of Weapon X. I'm not even sure if Logan is my real name to tell ya the truth."

"So you're alone in the world too?" she asked, the look in her eyes not waning as they continued to have this strange affect on the usually stoic Wolverine.

"In terms of family, I guess I am," he said with a sigh, "But my friends here kind of help me with that. Xavier and the kids have kind of become like family to me over the years."

"Yeah…Kind of like me and my comrades. I've always looked at them as family."

"I figured…" said Logan, who was beginning to understand where this was going, "But it's not by blood."

X23 fell silent at that, still very much conflicted by this word that held so many different meanings to her. As close as she was to her comrades, that could only go so far. Logan could clearly see that and he knew exactly how she felt. Like her, he was a loner too…Doomed to hold so much of the rage and sorrow concerning his fragmented deep within him every waking moment. Sure there were people who really helped sooth such pain like Ororo, but it was still hard not having anybody who understood.

"Hey, I know how ya feel kid…Believe me, I know," he said, placing a gentle hand on her weary shoulder, "It's hard bein' so alone in this world…Not having something as basic as family to hold onto when the going gets rough. It leaves a hole in your soul that's pretty hard to fill."

"But why does it have to hurt so much?" she asked, sounding almost desperate after having dealt with this for so many years, "Why does something that doesn't feel like it should be that big a deal sting whenever I think about it?"

Logan let out a deep sigh, for he had been asking himself that same question for years now. But no matter how hard he fought or how much his life changed for the better, he really was no closer now than he had been that day he broke free from Weapon X. It was a struggle he had always been forced to deal with, but now it was a struggle he wasn't facing alone.

"Kid…I wish I had an answer for you. I honestly do. But I really don't know."

"So…It'll never go away?" said X23, a hint of deep sorrow in her voice, "I'll always feel this pain for as long as I live?"

"In some ways…Yeah, it'll always be there," admitted Logan, speaking from years of experience, "But it does get better with time. Just don't ever forget…You're not alone, kid. I've been in your shoes before and I've asked myself all the questions that I'm sure have been drivin' ya crazy for years now. I know what it's like to have that hole in your heart. And I can help you. I can help you so you don't have to go through the same shit I did. You're my own flesh and blood kid. You're my responsibility. And I promise I'm gonna be there for you every step of the way through this whole mess. You have my word."

It was a surreal moment for young X23. Here she was in front of a man she had tried to kill. But he was probably the one person on the face of the planet who understood the pain she was forced to live with. And to hear him promise her something like this after everything she put him through…It just hit her in a way she didn't expect.

She wasn't sure why, but a hard lump formed in her throat as she thought about his words. And looking back at the man whose blood flowed in her veins, she felt something else welling up inside her…Something that seemed to be dormant for so long. Logan seemed to sense it and he began to get a little concerned, but before he could say anything, X23 beat him to it.

"Logan…Would it be wrong if I asked you if…If I could call you…Family?"

Once again, Logan found himself caught off guard. He had definitely not expected that. Helping this girl was one thing, but being her family…Now that was a completely different story. He was a raging animal. He couldn't be family to a teenage girl…Could he? Looking back into those eyes…Those eerie, yet enchanting eyes that bore so much pain…It was hard for him not to feel something special.

Not only did he understand her, but she understood him as well. She understood what it was like to feel so lost and alone in the world. Like her, he had always had to contend with that hole in his heart that he thought could never be filled. But here they were…Finally having a chance to fill it after being so alone for so long. Could they really do it? Could they really be a family?

Logan wasn't sure if it was possible, but in looking back into the eyes of the young girl who was created in his image, he couldn't help but smile. The answer was clear to him and despite his uncertainties, this kid was still his responsibility. And he was going to see to it that she had everything she had been denied.

"Kid…I don't think there's anything wrong with it at all," he said with a smile, "And I would be honored…If I could be your family."

After that, the young soldier who had faced down death and annihilation so many times in the past, simply broke down. She threw her arms around him and pulled him into an embrace. She hated crying. She hated feeling so weak. But for some reason, this didn't make her feel weak. No, this made her feel strong instead. For she was not alone anymore…And if Logan had anything to say about it, she never would be again.

"Thank you, Logan," she said through her sobs as she felt his strong arms around her.

"Anytime kid," said Logan, feeling a bit strange at this feeling, but accepting it none the less, "Now come on…Let's make it official. Let's get you a real name."

With those words, she managed to cast him yet another rare smile as she followed him into the elevator and headed upstairs to make this new beginning official. She was still quite uncertain as to how she was going to do this, but as long as she had this man to guide her and the faith of her comrades, she was confident that she had all the strength and support she would ever need.

And apparently, Fury had been quite perceptive when it came to securing the right documents for Shadow Cell, for the ones concerning X23 didn't contain records. Instead, they contained adoption papers. It was something Logan couldn't help but chuckle at a bit, for it seemed that his old buddy had a knack for foresight. And in the end, this was exactly what they needed to make it official. This is exactly what they needed to forever bind them as family. Logan willingly signed the line on the paper entitled 'father,' a title he'd never thought he'd see himself as. But looking back at X23, he knew that this was something she needed…This was something that she deserved.

And after a long discussion of potential names, they eventually found one that the former living weapon liked. And when it was over, Logan had a new daughter and X23 had a new father. And from this day forward she decided that she would go by a new name and not some number. From this day forward, she would be known as Laura Logan.

* * *

The card game between Scott, Vincent, Mystique, Rogue, and Kurt continued on for hours and hours. Still disconcerted by all the death glares they kept getting, Scott, Vincent, and Mystique chose to stay in the library for the most part despite several attempts by Kurt and Rogue to get them out. Nevertheless, they stayed there with them…If for anything to catch up with their mother. But at the same time, it did help shift their views somewhat of the two young men who were still very much the soldiers they had been trained to be.

For the most part, Kurt and Rogue were a bit weary at first, but after they came around, things began to ease for them and they even smuggled in snacks for dinner while the others ate in the dining room. It was from them that Scott and Vincent got their first real insight to a couple of students. They found Kurt to be fairly light and outgoing, which was a welcome change compared to the people they had been dealing with for the better part of their lives and they found Rogue to be sharp, witty, and a bit sassy at times. And thanks to some creative coaxing on Mystique's part, she opened up a bit and seemed to give the two young men a chance. And after a while, she was glad that she did, for Shadow Cell had plenty of interesting things to talk about.

"So then vhat happened?" asked Kurt, sounding half excited as he shoved another handful of chips in his mouth.

"Well once the noise 'died down' so to speak, the missile was about three minutes away from lift off," said Scott as he and Vincent proceeded to recall one of their many missions, "It was too late to diffuse it and if we blew it up, it could spread the virus all over the Columbian jungle and hit the low level wind torrents that could possibly take it all the way to Brazil where 130 million people could be at risk."

"So what did ya end up doin'?" asked Rogue, who seemed equally intent on hearing the end of their story.

"Well with only three minutes left, we kind of had to improvise," said Vincent, "And that meant me having to clear up the last bit of the resistance and catching up with the missile before it got too high. But since I couldn't destroy it, the only logical thing to do at this point is redirect it to the ocean where it wouldn't harm anybody."

"Vow…So you managed to reprogram a Russian ballistic missile in zhe span of only three minutes?" said Kurt with an amazed look on his face.

"That and knock out the secondary boosters so it didn't get too high," reminded Vincent, remembering that little ploy all too well, "But believe it or not, reprogramming a Russian missile isn't as hard as it seems. I've seen those systems and if you can operate an ipod, you're overqualified to handle it."

A round of laughter fell over the group after that one. Even Mystique found herself laughing at that, which was definitely a new sight to Kurt and Rogue, but it was quite welcome from her usual demeanor.

"Ah guess we'll keep that in mind in case we ever find ourselves up against an attack by Russian missiles," said Rogue as she too grabbed some chips from Kurt, who seemed to be hogging them all.

"Yeah well, regardless of our success, we still got yelled at by the Colonel for letting the damn thing launch," muttered Scott, remembering how hoarse his old superior got after that.

"Honestly, I don't see how you put up with that guy for eight years. He sounds almost as bad as Magneto," commented Mystique.

"Hey! Maybe zhey vere related!" said Kurt, ever the enthusiast.

"Hey, I can't say it would surprise me. Being an asshole does seem to have genetic roots," said Vincent, rolling his eyes a bit as he continued shuffling cards, "So you guys up for another round?"

"I don't know…We've been playing this game for hours," said Mystique as she stretched her limbs and got up from her seat, "I think I need to get out for a while…"

"Hey, I'll come vith you!" said Kurt as he got up, showing a bit more easiness around his mother after having spent the last four hours hanging out with her, "Vhy don't I show you my favorite fast food joint?"

"Oh, you meant the Gut Bomb?" said Mystique, wondering how her son could stand to eat shit like that.

"How did you know?"

"You're my son, Kurt. It's my job to know," she said, managing a smile.

The two former soldiers couldn't help but grin at seeing the look on Kurt's face from that. As rocky as things had been initially, it seemed as though Mystique was finally coming around for them to some extent. She still brought up her bitterness about their earlier actions towards her now and then, but that was to be expected given her nature. It would take time…But Scott and Vincent were definitely patient in that regard. After all, it sure was nice having someone around who did understand the life of a soldier to some extent.

"Well thanks for the game you two," said Mystique as she and Kurt prepared to make their leave, "I'm glad you forced me to play. I sure as hell needed it."

"Anytime Raven," said Scott, casting her a smile, "Thanks for giving us a chance."

"Yes well don't let it go to your heads too much," she said, reminding them that she still hadn't forgotten.

"Oh don't worry, Raven. We're not exactly the ignorant type," said Vincent, knowing she wouldn't forget anytime soon, but it was still a good step in the right direction.

"Can't say I would expect anything less," she said with one last grin before following her son out into the hall, where she hoped to have a little quality time with him.

After they were gone, Rogue still lingered a bit, gathering up some of the food that she and Kurt had brought in. It came as no surprise to any of them that Kurt had left a bit of a mess, but thankfully he wasn't eating anything too greasy. Maybe with Mystique at the mansion now, he could have somebody around to scold him for table manners. Although it was doubtful he would change even with that.

"Well, thanks for the chit chat guys, but Ah should probably be goin' as well. Ah'm on dish duty this week," she said with the bags and containers in hand.

"You're quite welcome, Rogue," said Vince with a smile as he continued shuffling cards with his super speed, "Thanks for not scowling at us for once…"

"Yeah, well…Like mah mamma said…Don't let it go to y'all's head," she said, casting them one last sassy grin before making her leave.

Once again, Scott and Vincent found themselves alone again…Although after many hours of actual conversation with people outside the unit, their spirits were definitely elevated somewhat. Sure it wasn't much, but it was a start.

"Well, that went well," said Scott as Vincent prepared to deal the cards again.

"About as well as it could have gone given the circumstances," added Vincent as he dealt himself and his friend a hand.

"True, but still…It's a good way to start," made Scott as he picked up his hand, "It sure beats the hell out of everybody giving us those death glares."

"Tell me about it," said Vincent with a slight chuckle, "But hey, maybe there is hope for us in this place after all."

The two men continued to finish their hand, still wanting to stick around for a little while longer before venturing out into what they came to see as no man's land. They weren't sure if the girls were still out and chances were X23 was still holding up in the danger room with Logan. And for the most part, that was okay with them since it was abundantly clear in their eyes that the two former living weapons shared some kind of special bond…But in regards to just what kind of bond it was remained uncertain. Yet Logan still seemed to have a positive influence on X23 and that was enough for them.

The two men continued playing cards for a few more hands, making a few comments here and there, until suddenly, they were brought out of their dazed state by two familiar figures.

"Hey guys. Still at it I see," said Jean from the doorway with Wanda by her side.

"Yeah, going on six hours now," laughed Scott as he folded his hand, "You two want to come in and…"

But before Scott could finish his sentence, he caught a glimpse of Jean in her new outfit. Vincent seemed to react in a similar manner, actually fumbling somewhat with the cards as he saw Wanda wearing some of the stuff she had bought from the mall. Their tight fitting denim pants, better fitting shirts that showed off their navel, and light makeup gave them both a new look that neither Scott nor Vincent had expected. And as a result of their reactions, Jean and Wanda couldn't help but smile, for it showed that maybe the girls had been right about this strange attire after all.

"I see you like my new look," said Jean with a grin as she made her way over to her lover, committing the look on his face to memory.

"Uh…Yeah, I…It's really something," said Scott at a loss for words.

"Indeed…I have to say, I'm…Impressed," said Vincent who didn't seem to be faring any better as Wanda took a seat next to him.

"Then I guess we succeeded in our little makeover mission," said Wanda, enjoying the reaction she was getting from Vincent.

"Meh…A mission is a mission, no matter what the context," shrugged Scott as Jean took a seat on his lap in a playful show of affection, "And I guess that's one thing Shadow Cell will always be best at."

"Amen to that!" said Jean in agreement, thinking she could definitely get used to a reaction like this.

The four young soldiers continued to play cards into the night with the girls telling the boys of the oh so eventful trip to Bayville Mall. Certain parts, like the one concerning the guy they decked for hitting on them, made them laugh while others still brought out a bit of confusion since they were still a bit sluggish when it came to certain civilian concepts.

Later on, X23, or Laura Logan as she was now called, came in to join them for the latter part of the night. She went on to tell them about the chat she had with Logan and how she had finally decided on a name for herself. And for the most part, her four comrades were very happy for her. After all, if anybody deserved a chance at a family, it was her. But at the same time, it made some of them feel a touch of sorrow, for it helped remind them that their family was gone and they wouldn't get the chance that Laura had now.

Eventually, long after many of the others went to bed, the five former mutants of Shadow Cell chose to turn in for the night. Naturally, Scott and Jean used this opportunity to take full advantage of their new look for a little 'private time' in their room, which came as a surprise to no one. The only conflict from that came from Laura, who just asked them to keep it down…Although they could make no promises for that.

In addition, Wanda chose to hang out in Vincent's room for a while, an act that was growing increasingly habitual over the course of the last few nights…Not that they complained, of course. They spent a little time going over some of the stuff that Wanda had bought him from the mall since she knew he was getting tired of wearing Remy's clothes. She didn't get much other than a few shirts and a change of pants, but now that she and Jean had more mall knowledge thanks to Kitty, Amara, and Tabitha, they would be able to make a little run of their own. And even though they weren't quite sure why, the thought of taking the boys to the mall seemed to have a certain appeal to the two girls. It sure would be interesting to see how they reacted to it, but for now…That was for another day.

"So what do you think, Vince?" asked Wanda as she watching him try on the last shirt she had bought him.

"I think you did a good job," he said with a smile as he looked at his appearance with the shirt on in the mirror, "This is definitely a step up from some of Remy's stuff…Some of which has sayings on it that I'd rather not bear."

"Yeah, well…I know you like to keep things…Simple."

"Yes…Simple."

Then, as he removed his shirt, Wanda couldn't help but blush a bit. No matter how many times she saw him like this, she could never quite get over the physical attraction she felt for Vincent. He really did have a great body and had filled out so nicely over the years partially from the enhancements from the bio mutagenic accelerator and partially from all his training. Every muscle in his body was so nicely ripped…So strong and manly.

Wanda forced herself to look away before her hormones got the better of her. But after holding them in for so long and managing a somewhat supped up sex drive as a result of their enhancements, it was beginning to get a lot more difficult. At Shadow Cell, the adrenaline from training and missions provided a good counter balance to these feelings, but now that things were out in the open, she had to admit, the thought of them being intimate seemed…Enticing.

"Is something wrong?" asked the shirtless Vincent Freeman, noticing the slight blush on her face.

"No…Of course not," she assured him.

"Yeah right," he said, making his way over towards her and snaking his arms around her waist, "Come on, you can tell me…Really."

The feeling of his warm skin touching hers wasn't helping matters. And the knowledge that Scott and Jean were already probably going at it didn't help much either. Ever since she had told him how she felt, Wanda could feel this…This need to be with him…To be close to him…To make love to him. Maybe it was all the years of suppressed feelings catching up to her or maybe it was something a lot more complicated than that. But either way, she couldn't deny it's power as she found herself gently running her hands along the warm flesh of his manly upper body.

"Vincent…After everything we've been through, did you ever think we would be ready for something like this?" she found herself asking.

"What…You mean, us? Well…If you asked me a few days ago, I probably would have said no."

"But what about now?" she went on, gently wrapping her arms around his neck and pulling him closer to her.

"Now…" he began, searching for the right words, "I don't know, but…Now it feels so…Different. My feelings for you were always there. I just never acted on them. And now that we're here all these years later it just…Wanda, I honestly never thought I'd have something like this. I never thought I'd feel this way about anybody. And I guess I'm still adjusting."

"Yeah…So am I," she said, gently running her hand down the side of his face, "But after all this time, I can't help but think we wasted so much of it when we could have been there for each other."

"I know, I know…" admitted Vincent in a solemn tone, "I…I guess I was just scared of growing close to anybody since every time that's happened to me, it's only led to so much heartache."

"Yeah, I know what you mean," said Wanda, her thoughts drifting towards her estranged father and how he had abandoned her, "But still…Should the past really matter at this point? Should this new life of ours really face the same problems as our old one? Because honestly Vincent…I don't want to hold back anymore. I'm sick and tired of being so…So…"

Wanda tried to finish, but she couldn't. But Vincent was there for her, gently caressing her chin with his hand and smiling warmly at her…Knowing all too well the conflict that she was feeling. And in many ways, he couldn't deny her words.

"It's okay, Wanda…It's okay," he told her softly, "I love you…Don't ever forget that. And new life or old, that will not change. We've come so close to losing each other so many times that I don't even want to count them all."

"They why do we keep wasting time?" she asked him with a wanting look in her eyes, "Why do we keep holding back?"

"Holding back? What…What are you…" he began, but Wanda quickly cut him off with a deep kiss.

Their lips met, their tongues danced, and the passion between them escalated as they soon both found themselves lying on Vincent's bed in a passionate embrace. Their hands began to roam and Vincent could feel Wanda start to work her frenzied touch down the exposed skin of his body. He could feel her want, her need, her desire to be close to him. It was an act that greatly surprised him, but it was one she seemed completely certain of.

"Vincent please…Make love to me," she begged him, wanting it so badly.

"Wanda, I…" he stammered, stumbling for the right words, "Are you sure? I mean, I don't have any…Protection."

"Vincent…Of course I'm sure," she said with a warm, sultry smile, "And do you really think protection matters with a girl who can control probability? Besides, I don't want to waste anymore time. I don't want to hold back. Please Vincent. I want you. I love you."

"Wanda…" he gasped, soon feeling just as taken by this burning desire as her, "Oh God."

Once their lips met again, there were no more words…Only gasps and moans of pleasure and bliss. One by one, they removed their clothing until they were fully nude and went on to make love to each other. So many years of pent up emotion and desire boiled over as they savored each wondrous sensation and feeling, pushing their bodies to the limits. They didn't know how long they dragged it out. All the passion, the pent up emotions, and even the effects of having enhanced bodies seemed to play a part in this enchanting experience that so deeply captivated their minds.

It was unlike anything they had ever felt before…The closeness, the passion, the pleasure. It was truly something special. The love they shared was strong and this powerful act proved it. The powerful of their bond was now solidified because of this…Binding them with a new sense of closeness that was sure to make way for an exciting future. And whatever they faced from this point on, they would make sure that they faced it together.

After making love well into the night, Vincent and Wanda felt the surge of one final mind blowing climax. And from that last act, the two lovers collapsed together on the bed, feeling so drained of energy, yet so content in every conceivable way. They had just made love. They had just given themselves to one another so completely and utterly. It was a truly wonderful experience…One that they both hoped to savor and relish for as long as the love that bound them remained strong and true.

"Wow…That was…Amazing," said Wanda, very short of breath and feeling very low on energy after all their exertion.

"Yes…Amazing," said Vincent, gently holding her in his arms as she rested atop his naked body, "Wanda…You're so wonderful."

"And so are you Vincent," she said, smiling warmly as she rested her head upon his chest, listing to the warm beat of her lover's heart, "Thank you."

"No…Thank you, Wanda," said Vincent, feeling so tired, yet so content for the first time in many years, "Thank you for filling the hole in my heart that I never thought would heal."

"Hey…Just returning the favor hotshot," replied Wanda with a smile, earning her one last kiss from her lover before their exhaustion caught up with them and they drifted off to sleep, "I just wish we did this sooner…"

"Well…Better late than never, I suppose," said Vincent in a warm tone, "Guess that means we've got a lot of catching up to do towards Scott and Jean."

"Mmm…Sounds good to me," she said, looking forward to doing just that now and a long time to come, "But for now…I need sleep."

"Yeah…Me too," said Vincent placing one last kiss upon her forehead, "I love you, Wanda…"

"I love you too, Vincent…Sweet dreams."

And with that, the two lovers finally drifted off to sleep…This time with no nightmares or haunting visions of the past. At long last they could sleep, for now that they were together, they finally had something to grant their tormented souls some much needed peace.

* * *

AN: Well, I guess things are finally starting to look up for Shadow Cell! And it's about time, wouldn't you say so? Even Mystique is coming around! X23 now has a name and Vincent and Wanda have taken the next step in their relationship. They really have come a long ways since the beginning and there's still a little ways to go, so stay tuned! And as always, I urge each and every one of you to REVIEW! Send them to me via email or post it on the fanfiction website! Thank you all very much for reading and I wish you all the best!

DO YOU SEE IT? CAN YOU CLICK IT? THE BUTTON ON THE BOTTOM! PRESS IT! REVIEW!


	58. Trust and Growth

**Sinister Soldiers  
Chapter 58: Trust and Growth**

****

* * *

As the days passed, things continued to stabilize for the five mutants of Shadow Cell for the most part. After word got out about what Jean did to Duncan Matthews, people began to looking at them a bit differently and with a little less apprehension. And after having spent some real time with them, Kurt and Rogue helped their image a bit by sharing with everybody some of the stories they had heard from them during their little card game earlier. It was definitely a step up in many ways, although some still flinched when they walked into a room. But that too was beginning to wane as the idea of living with Shadow Cell slowly became more accepted amongst the students.

Even Mystique seemed to be adjusting well despite the circumstances. Spending so much time with Kurt and Rogue had been nothing short of therapeutic for her and despite some lingering bitterness, she developed a fairly decent friendship with the young mutants of Shadow Cell…Although she still didn't look too kindly on Jean. Gradually, one could clearly see a shift in her mood thanks to all the time she spent around her kids and some of the friends she had made. Xavier even talked about her teaching a few courses, but for the most part, it was just a period of adaptation for her. And so far, they were making some genuine progress and while she probably never would have openly admitted it, she was happier now than she ever had been in.

Overall, it seemed as though the tense atmosphere that had lingered about the institute since Shadow Cell's arrival was finally lifting. X23 now had a name, Logan now had some family, Mystique was reunited with her kids, Jean and Wanda were slowly gaining an insight into the world of civilian women thanks to friends like Tabitha, and Scott and Vincent were opening up as well. It was by no means easy by any stretch of the imagination, but they were doing their best to make new lives for themselves. While they still retained many of their soldier-like tendencies, they were finally beginning to come into their own and thanks to the help of so many, the future definitely seemed bright for the once staunch soldiers.

It was high noon as Wanda Maximoff made her way up along the top levels of the institute looking for Ororo or Beast. For a while now, she had been trying to organize a little outing for just her and Vincent so they could have some private time together. Others called this thing a 'date' and while she wasn't too familiar with the concept, if that's what it was then so be it. Ever since she and Vincent took that step, they were finally beginning to truly come out of their seemingly unbreakable shells. Whenever they kissed, touched, or made love…It was just something that they couldn't help but smile at. Scott, Jean, and Laura had been very supportive of them thus far, but they were still getting the feel for many things. Nevertheless, it was truly an exciting time for them…One they hoped to build upon for a long time to come.

"Ms. Munroe…Ororo are you in here?" asked Wanda as she entered the upstairs garden area around the roof that the institute's resident weather goddess was so often seen enjoying her favorite pastime.

"Over here child…" said Ororo from outside the main doorway as she hovered in mid air, creating a gentle downpour with her powers to help nourish her beloved plants.

"There you are…I've been looking for you, Hank, or pretty much anybody for that matter since breakfast," she said, sounding half frustrated.

"Sorry Wanda," she said in a warm tone as she landed next to her, "People do tend to lose themselves around the institute with great ease."

"Yeah, I've noticed that," she muttered, "Look, I just wanted to talk to you or anybody about maybe lending us a car for tonight. Vincent and I want to go out and well…We still haven't really gotten past that whole deal with Warren when we hot wired his car."

"Oh yes, I remember. My ears are still ringing," said Ororo with a humored grin, remembering her nuts Warren went when he heard about his car, "And don't worry, we'll arrange something. I know you've been trying to get a car of your own for a while now, but just give us some time to work out the logistics. I promise you, we'll work it out."

"Thanks…" she said with a sigh, sounding exasperated, "But still, I don't see why we have to go through all this paperwork for insurance and shit just to buy a car. I mean, it's not like we don't have the money to buy a new one if we total the first one."

"I know, but just keep in mind, the more paperwork you have, the less suspicions you'll arise in the civilian world. I know it's a bit of a hassle…Bureaucracy always is."

"Ooh, don't get me started on that. Remember, I came from the military," reminded Wanda.

"Then you know it requires patience," said Ororo, unable to stop herself from laughing at that somewhat, "It'll work out…You'll see."

"I wish I had your optimism, Ms. Munroe…" said Wanda with a sigh, "But I guess it just comes with this whole adjustment deal."

"Indeed it does, but you and the others have made a great deal of progress since you arrived…Don't think you haven't. You just need to keep moving forward that's all."

While Wanda took a moment to digest those words, she watched as Ororo returned to some of her garden duties, tending to a few pots and plants that she had strewn all throughout the area. To the former soldier, it was almost as if she took a chunk of the African and South American rain forest and transplanted it right here in the institute. It was an act Wanda didn't see in practical use for, but as she watched her do it, she really did seem to get a lot of pleasure out of it somehow.

"I guess you're better at managing these matters than I am," she said as she looked over some of the exotic plants, some of which she actually recognized from her travels as a soldier, "I wish I had your composure. I don't see how you do it sometimes."

"Oh it's not as hard as you may think, Wanda…" said Ororo with a smile as she created a little rain cloud over a few of her more exotic plants, "Everybody has their own way of holding themselves together. It's all a matter of finding your niche in this crazy world. For some, they find solstice in the life of a soldier and a warrior. And for others, they find peace in managing a little garden and enjoying the simple pleasures of nature to help ease the ever present tension that life always seems to bring."

"Well I doubt I could do it…" said Wanda, taking a slight whiff of a unique African daisy that she recognized from a trip to Sudan, "Peace was never emphasized back at Shadow Cell. It was always training and missions."

"But you mustn't forget Wanda…You're not bound by their world anymore," reminded Ororo, as she went about watering more of her plants, "You and your friends are free now. You don't have to be bound by the tense world of the military. You can finally relax and find some sanctity in the civilian world."

"I'm…Not much for relaxing, really," she said, tensing up a bit for some reason, "After spending my childhood in an insane asylum believing that I was crazy and becoming a soldier for Shadow Cell, I honestly don't think I've ever really had the capacity to just take it easy."

"Well we can help you with that here," said Ororo, casting the somewhat distraught young woman a comforting gaze, "I know you still grasp the tenants of a soldier, but that doesn't mean you're doomed to live a life of omnipresent stress."

"But I don't know any other life," reasoned Wanda.

"Oh I disagree…Otherwise I don't think you would have been able to adjust here the way you have. I can tell you have it in you…You just need to set it free."

"Set it free?" she said, sounding quite skeptical at the older woman's words.

"Yes, it's clearly inside you…It's just been suppressed all these years by the complications of being a soldier," said Ororo, setting a few pots aside as she turned back towards the somewhat confused young woman, "You just have to remember all the positive things…The lives you've saved, the friends you have, and the love you share with them."

"I don't know, Ms Munroe," she said with a slight sigh, "As nice as those things sound, I've never been much for those kinds of feelings. I mean, sure I have them. I love my friends, I love Vincent, and I love being a proud soldier. It's just that, my powers are tied to emotion…Namely anger and hate. And growing up in an insane asylum, I was always angry at my father and the world as a whole for throwing me away. And growing up in Shadow Cell, I was always trained to hate my enemy in the utmost so I could overcome them."

Ororo couldn't help but feel sorry for the young woman as she cast her a sympathetic gaze. It was hard to imagine that the only real things she ever got out of her past was the capacity to feel anger and the capacity to hate her enemy. It was as if things like love, happiness, and joy were considered only secondary, if not a source of weakness in some areas.

It really seemed to affect her. Hell, it seemed to affect all of Shadow Cell. But now that she was a student here, she had more in her life other than anger and hate. And as a teacher, Ororo wasn't about to let her feel bound by such things any longer.

"Well that unending cycle ends here, Wanda," she said in a confident, affirmative tone, "Now that you're a student here, we're not going to emphasize anger, hate, or war…We're going to embrace love, happiness, and peace. And I'm going to help you."

"And how do you intend to do that?" said Wanda, still not convinced.

"Oh, I'll find a way, child," she said with a smile, "Believe me, I'll find a way. But for now, why don't you help me around the garden a bit? Maybe that will help relax you."

"Whatever Ms. Munroe," she replied, not expecting much, but remaining obedient and respectful to her elder as was her duty as a soldier, "Honestly though…I don't see how something like plants can make you feel so relaxed."

"Oh you'd be surprised, Wanda. Come, let me show you around."

Wanda Maximoff wasn't expecting much from this. Hell, she didn't even know why she decided to stick around. After all, she got what she came here for. She talked to Ororo about the car issue and that was that. So then why was she staying? Why was she even bothering?

Under normal circumstances, Wanda wouldn't give matters such as these a second glance. But somehow, Ororo made her look at things a bit differently. She had no idea plants could have so many dimensions to them. Back at Shadow Cell, plants to her were just a source of food or cover in the combat zone. But to this woman, they were so much more. They were a medium for peace…A medium for relaxation. When she was around her plants, she was happy. She felt joy, love, and euphoria…Feelings Wanda was quite alien to given her past. And much to her surprise, she actually found herself enjoying this.

In the sanctity of the garden, everything seemed so much simpler. There was nothing to hate, nothing to be angry at, and nothing to overcome. It was a world within a world…A small piece of simplicity in a world so wrought with complications. Here, things like her hatred for her father and her hatred for her enemies didn't dominate her mind. No…Here, her mind was more attuned to things like peace, love, and happiness. She began thinking more about her love for her comrades…Her love for Vincent Freeman…And the peace of a world outside the combat zone.

As a stubborn young woman and a staunch soldier, Wanda Maximoff wasn't easily dissuaded…But in this rare instance, she wasn't afraid to admit that she was wrong in many ways. This thing she called gardening really did put a lot of things into perspective…Things she probably couldn't have uncovered otherwise. It was just one of the many things she had learned as a civilian to rebuild something that had been in ruin for so long. And for that, she was thankful.

"Okay, Wanda…Give it a try," said a smiling Ororo, thinking this was definitely going to be one of her greatest successes as a teacher for the foreseeable future.

"Yes ma'am," she said with a smile, sounding like both a soldier and a regular, happy young woman.

With her eyes closed, she focused on her hexing powers and cast a small haze of glowing energy over a lone plant. And right before her eyes, it bloomed a brilliant violet color. It was a beautiful sight…A true testament to nature. Such a sight probably wouldn't have resonated with Wanda a mere couple of hours ago…But now, everything seemed to be so much more…Significant.

"Wow…" said the young soldier as she took in the sight of the beautiful flower, "A Saharan violet…It's beautiful."

"And rare I might add," said Ororo with a smile as she took a deep whiff, savoring the sweet scent, "Thank you very much for your help, Wanda. I can't tell you how long I've been trying to get this little marvel to show its beauty."

"You're welcome," she replied, smiling back at her, "I honestly didn't know I could do that with my powers."

"Well it just goes to show you that there's more than just the power of destruction within your hands…There's also the capacity to create as well," she said as she set the rare flower alongside the rest of her little mosaic of rare plants, "It's like the weather in many ways…Hurricanes, tornadoes, and lightning can be so destructive…Yet at the same time, forces such as rain, sun, and wind have the power to create life, beauty, and peace."

"Kind of like yin and yang? The opposition of forces?" asked Wanda, more familiar with that term since it was often used to explain military principles back at Shadow Cell.

"Exactly…" affirmed the former weather goddess with a smile, "It's all about finding that sense of balance that oftentimes seems so elusive because of conflict. Whether it's control over your abilities, the everyday toil of a soldier, or simply matters of the heart…There are always two sides of a single phenomenon. It's just a matter of managing them."

"Yes…I think I understand that now."

It was a nice feeling, finally managing to balance out the hatred and anger with love and peace. Ororo sure seemed to know a lot about this stuff. She really helped her put a few things into perspective…Things like her past, her emotions, and of course the burgeoning love between her and Vincent that she was still adjusting to. It was a welcome release for her…Something she had never truly experienced.

It made Ororo smile, seeing someone who had such a complicated life find some honest peace. She had managed to actually open up about matters such as her father, her life, and her feelings for Vincent which were just beginning to truly come out after years of holding it in. Although in some instances, such issues reminded her of the dilemma's she was currently facing with her feelings towards Logan.

But that was for another time. This was Wanda's moment. And thanks to what she learned here, it was sure to have a great effect on things to come.

"Thank you so much for showing me this stuff, Ms. Munroe," said Wanda gratefully, taking a deep whiff of the newly bloomed flower, "I can't tell you how much it means to me."

"Think nothing of it child. That's what I'm here for," said Ororo with a smile, "And if you want, we can do it again sometimes."

"Yeah, I'd like that."

Just then, another presence suddenly entered the garden.

"Hey Wanda, there you are!" said Laura, the young soldier formally known as X23.

"Oh, hey X…I mean Laura," she said, still trying to get used to that.

"I've been looking all over for you. Come on, Hank needs our help with the new computer system in the danger room and I want it get it done early so I can go biking with Logan."

"Still breaking in that new Harley, I see," said Wanda with a grin.

"You know it bub!" said Laura as she took her friend's hand and led her back down the hall.

Upon hearing that, Ororo was forced to suppress her laughter. It was just remarkable how much like Logan young Laura was at times. Ever since she had picked out a name and Logan became her official 'father' in a sense, she had noticed a major shift in the both of them. She saw that Logan was actually smiling a bit more and Laura wasn't so reserved. Such a change was a welcome sight, for they both deserved a little happiness after everything that they had been through. That…And seeing Logan becoming all parental over her was just something that brought a smile to her face.

Times were getting better and things were stabilizing. Ororo still remained adamant about keeping her developing feelings for Logan inside. But after hearing how Wanda managed to succeed in starting a relationship with Vincent, she definitely had reason to be hopeful that maybe…Just maybe…There was hope for her and the deep feelings she harbored after all.

"So what's with you and Ororo?" asked Laura as she and Wanda continued down the hall, Wanda's mood not waning in the slightest, "You seem a bit…Lighter now."

"Well, I am to tell you the truth," she said with a smile, "That Ororo sure knows her stuff. She really knows how to stay balanced and give good advice. I swear, if we had her at Shadow Cell, there would be a Starbucks in North Korea this very moment!"

"Yeah, she really is a remarkable woman…Very remarkable in fact," said Laura, her thoughts drifting towards how she seemed to have such a big affect on Logan since he often talked about her.

"Yeah, she really is a big help," said Wanda with warm smile, "I don't know how she knows how to say the right thing all the time. But hey, when dealing with people as fucked up as we are, I guess you've gotta take what you can get."

* * *

Back down in the living room, Warren, Betsy, and Remy were lounging lazily on the couch watching a movie. Scott and Jean had joined them later on when they saw that it was a war movie called "Enemy at the Gates," they naturally got into it. While they had been allowed to view certain movies back at Shadow Cell, they had usually been censored in order to single out only the important, war related material. This time, however, it was nice to get the full message for a change.

At first, the three other mutants had been a bit weary about letting the two young soldiers join them, but with tensions between them having eased somewhat since their arrival, they didn't push them away this time and in some ways, they actually got into it. Plus the fact that Jean had made Duncan Matthews cry like a little girl definitely helped.

"Okay…So what do you call that one?" asked Betsy as she pointed to a formation of soldiers at one of the scenes in the movie.

"That's easy, it's a standard delta configuration," said Scott, who easily recognized the movement of the soldiers within the movie, "It was one of the favorite positions of the Red Army throughout the war. Since they had so much manpower, they could afford to use it a lot more than the Germans and it proved decisive in many key instances, namely street fighting."

"Show off," muttered Warren.

"Can't stand de competition, can you homme?" grinned Remy, noticing Warren's jealous look.

"Shut up, Remy."

Betsy rolled her eyes somewhat at her boyfriend's attitude. Sure, it seemed a bit arrogant of him to be jealous of Scott's military knowledge since it made his leadership skill seem so much more refined than his, but at the same time she knew that this was just something guys tended to do when faced with competition.

'Honestly Betsy, does he have to be this cynical?' sent Jean via telepathy to the purple haired woman, 'I mean, Scott's just answering your questions. Why does he have to act so smug about it?'

'It's a guy thing, luv' replied Betsy, 'Warren just feels a bit…Threatened that Scott's leadership skills might outshine his.'

'Well to be fair, Scott has a lot of experience when it comes to combat. I know…I've been there.'

'After that danger room session you guys ran, I can't say that would surprise me,' replied Betsy, 'But it has less to do with the facts and simply more to do with male ego.'

'Male ego?'

'Oh yes. Trust me on this one. When one man threatens the skill and masculinity of another man, they instinctively butt heads. It's the bloody laws of nature.'

Jean could sense a certain degree of exasperation upon hearing such thoughts. For Betsy, it was a rather vivid reminder of how things had been with Warren and Duncan before she hooked up with them. She remembered things like that party when they went overboard with a ping pong match and how they immediately went for one another during that fight that broke out on that PTA meeting where the Brotherhood tried to crush their chances of being readmitted to the school.

She never liked to recall such incidents, but she had come to simply accept the fact that this is just the way men were. Sure, it was annoying at times, but given the relationship that eventually manifested with her and Warren, it was well worth it.

"You know, for a movie, they got a lot of things accurate with this," commented Scott as he took in the ambience of the environment conveyed in the film, "Sure, some of the backgrounds are a bit unrealistic and people don't exactly look like the era being portrayed, but it's definitely a step up from some of the other war movies I've seen."

"But Remy bets it hardly lives up to de real t'ing," commented the young Cajun.

"Trust me, Remy…Nothing lives up to the real thing," said Jean, "Combat may be glorified in movies like this, but it really does pale in comparison to the feeling of picking up a gun and heading into a combat zone where pretty much everybody you see wants you dead. And I would know…I have five bullet wounds and six stab wounds to prove it."

"Yeesh, and I thought high school sucked," muttered Warren.

"Oh I don't know, luv. I can see some similarities," grinned Betsy in a somewhat playful manner to help lighten her boyfriend's mood a bit.

"Oh I'm sure you would little miss ninja," he said in response, managing to force a smile.

This little show of flirtation made Remy roll his eyes, but Scott and Jean didn't seem to mind. After all, it wasn't like they didn't exchange romantic banter with one another as well every now and then. Maybe it had something to do with his ongoing conflict with his feelings for Rogue, but that was another matter all together in their eyes…One the both of them seemed quite stubborn about.

"So you think I'd have done well in the war zone?" asked Betsy to the two former soldiers, "Or anybody else here in the institute for that matter?"

"Well…" said Jean, giving that a little thought, "To be honest, you have the skills, Betsy. But I doubt you have the mentality. You're a rich gal from Great Britain and sure, you can handle roughing up a couple of mindless drones, but when it comes to really getting your hands dirty in places like the jungle, the desert, or the arctic tundra, you need both skill and mindset if you're going to do anything."

"Yeah, one of the many tenants we learned back at Shadow Cell was that there was a difference between knowing how to kill and actually being able to kill," added Scott, who quickly picked up on Jean's stream of thought.

"Sounds like you two got quite a hold on both," commented Remy, the memory of the history Fury gave them still fresh in his mind.

"I guess you could say that," replied Jean, "It's a sad fact of humanity really. But it's like we said before…Sometimes you have to kill one guilty man to stop the death of ten innocents. Sometimes you have to use a bullet to stop a bomb and a bomb to stop a war. But whatever you may believe about us one way or another, don't ever think for a second that we actually enjoy killing. Taking a human life is never easy or fully justified no matter how you warp it."

"So then how do you do it?" asked Warren.

"Simple…By never forgetting the cause that you're fighting for. That's what being a soldier is…Picking a cause and fighting for it with all your heart and soul. There really is no sense of right or wrong, it's more a matter of faith."

"Faith?" said Betsy, sounding both intrigued and skeptical.

"Yes…Faith," said Scott, once again finding himself going over that which had so often driven both him and the rest of the team for so long in the heat of combat, "Regardless of what you may think of why we do what we do, we have a cause and we have faith in that cause. Magnum always taught us that skills will get you by from day to day, but faith will guide you into the future. It's what helped us through the rough times when the odds were stacked against us and it's something we still hold onto to this very day."

It was the first truly deep insight the minds of these enigmatic soldiers. It was so easy to assume that they were just these gun toting psycho killers without any moral center, but now it seemed as though they truly did have something noble within them that had guided them through such difficult times. And in a sense, they had more of a center than half the people who claimed one. They were not just killers…They were soldiers. And that's a point they clearly wanted everybody to remember about them whether it be from friend or foe.

"I guess that makes sense," said Warren.

"Yeah, but I don't think I can ever truly accurately describe the chaos of combat, with or without telepathy," said Jean.

"And something tells me we'd rather not see it," shrugged Betsy as she snuggled up to Warren, "There's enough shit in this world to worry about and things like youth, school, and love are a battlefield in and of itself."

"Yeah, no kidding," said Warren with a grin.

Once again, Remy rolled his eyes and tried not to look at Betsy and Warren as they snuggled up close. Being around two couples was not easy for him. It was just a reminder of the issues he was still trying to work out…Namely those concerning Rogue. And seeing Betsy and Warren be so sickeningly sweet to one another while also watching Scott and Jean stay so close, exchanging far more unspoken gestures of love through their link, was just more than he could handle at times as he tried to focus back on the movie.

However, his shift in attitude did not go unnoticed by the two couples, who had been seeing this incessantly ever since Shadow Cell's arrival. And for the most part, it was getting pretty annoying.

"Something wrong Remy?" asked Scott, although from what he knew about this guy, the chances of him coming clean were about the same as a Starbucks in Cuba.

"Nah, why would there be anythin' wrong?" he shrugged, still keeping his sights on the movie, "Y'all just keep making kissy faces towards one another."

"Yeesh, you have been hanging around Rogue WAY too much, luv," said Betsy with a grin, "That's the kind of cynicism only she's capable of."

"What can I say? De cherè rubs off on me," he said, showing few regrets about it, "And besides, it ain't like ya don't give her enough reasons to be that way."

"Oh please," scoffed Jean, "Are you just defending her or are you just defending yourself in a sense that you and that goth girl just can't seem to get your damn act together?"

"Don't go there, Jean," warned Remy, making it clear that he was not in the mood for this argument again.

"She's got a point, Remy," said Warren, surprised that he was actually taking Shadow Cell's side for once, "I mean, come on it's been what? Almost three weeks? And you still haven't asked her out?"

"Yeah, she can touch now," reminded Betsy, "Seriously Remy, what's holding you back with her? I know you really do like her."

Remy let out a grumble of discontent. No matter who he hung around, they just wouldn't stop pestering him about his private life. They just wouldn't take a hint. Everybody made it out to be so easy just because Rogue could touch now. Well if they knew Rogue half as much as he did, then they'd know full well just how difficult it was. Sure, he had feelings for the girl…But that didn't mean it was easy getting them out in the open.

"Y'all's need a new hobby other den pickin' on dis here Cajun," he muttered, keeping his gaze on the movie, which he was hardly paying attention to at this point.

"Remy, it was an honest question…Not a criticism," said Scott in a more serious tone, "Really…What's holding you back? If you really do like this girl you should talk to her about it. Trust me, it's not a good idea to hold things in."

Scott's more serious take on this matter got Remy to calm down a bit. It was a nice change from all the teasing he had endured. But the more he thought about it, the more justified such comments seemed to be for the most part. After all, it wasn't like he hid his attraction to Rogue and his feelings for her were common knowledge for the most part. But still, there was more to it than that…A lot more.

"It's complicated, homme," answered Remy honestly, "Me and Rogue…We've both been down some rough roads before…Roads many of y'all don't really understand. And when it comes to somethin' like this…Well, it's just hard. It ain't somethin' ya wanna rush."

"Hmm…I can see your logic with that," said Jean, remaining serious since she had seen first hand how strong their interaction was during the reconnaissance mission, "But you should still talk to her. At least let her know she really means something to you. You don't have to come clean, but that doesn't mean you can't take the first steps."

That had probably been the first well rounded comment about this whole issue Remy Lebeau had heard ever since this whole mess came about. It actually sounded logical for once…Something he could truly do. It was strange that such advice was coming from Shadow Cell of all people. They were still so new here, but they still knew how to analyze an issue and go about it logically rather than just teasing him about it, making it sound so easy. And the notion of taking at least some steps with Rogue definitely seemed doable…If for anything, to at least let her know that he was serious about them as a couple.

"I'll…T'ink about dat," said Remy, now sounding less irritated about this complicated matter, "Remy probably should talk to her about it. I just hope dat her mother don't get too hostile."

"That…Is another issue altogether," said Scott, laughing somewhat since he had come to know Mystique a little more and was well aware of her protective nature towards her kids.

"Oh God help you with that bit Remy," made Betsy, her tone remaining less serious and more cynical, "In my opinion, Mystique's presence should give you all the more reason to just come clean. Otherwise, she may butcher you in your sleep before you get a chance."

"Yeah, that'll solve all his problems," said Jean, her words dripping with sarcasm, "And in no time at all, she'll be calling him things like winged stud hunk in bed."

Upon hearing that, both Betsy and Warren froze, all the blood in their body now rushing to their faces. It was a sight that once again brought a smile to Remy's face, for he had a pretty good idea of what was implied with that.

"Winged stud hunk?" he commented, "Nice touch you two."

"What the…How did you…" stammered a noticeably embarrassed Betsy.

"Come on Betsy, need I remind you that we're soldiers?" said Jean, a humored grin dominating her face, "We've been trained to observe and do reconnaissance on pretty much anybody at anytime in anyplace. And training or not, there are just some details that are far more memorable than others."

* * *

It was a fairly warm, sunny day outside as a few of the regulars and some of the New Mutants got out and enjoyed some of the fine weather. Kitty, Rogue, Sam, Tabitha, Jamie, and Rahne were all in a clearing just off to the west side of the institute where Vincent Freeman, one of the enigmatic young soldiers of Shadow Cell, was showing them a few things about CQC.

Originally, he had just come outside for an afternoon flight, but the sudden enthusiastic calls of Tabitha and Kitty grounded him as they urged him to come over and show them a few moves while also entertaining them with some war stories. Tabitha had already been trying to learn a few techniques from Jean and remarkably, she had been quite enthusiastic about further training even though she tended to be very sloppy at it. But a little interaction with the usually reclusive young man seemed to do him good. Ever since he and Wanda started getting serious, he found himself smiling more and even opening up from time to time.

Mystique was also there as well, who had mainly just been watching Rogue and showing her a few moves as well, but Vincent's presence seemed to help with this since she had been a bit more accepting of him and the others despite the earlier unpleasantness…Which still remained strong towards Jean. But aside from Shadow Cell, the shape shifter was also beginning to win the hearts of some of the X-men as well…At least, after plenty of heavy coaxing.

"Come on, Rogue…Try it again," said Mystique as she saw Rogue lose her balance again from yet another attempt at the move she was trying to teach her.

"Dang it, mama! This is hard!" she groaned, rubbing her neck a bit in a show of frustration, "Why in the hell do ya want me to learn this anyhow?"

"Because Rogue…If some other crazy gun toting killer ever breaks into the institute again, I want you to be ready," she answered bluntly.

"Ugh…Don't remind me."

"Sorry, but I don't want any daughter of mine to be vulnerable," she said strongly, showing both parental and logical concern, "Last time was just too close for comfort and I don't want to have to go through that kind of panic ever again."

"You're, like, all heart Mystique," commented Kitty with a slight laugh, earning her an unamused glare from the shape shifter.

"Oh lighten up, mama," said Rogue, unable to keep herself from laughing a bit at Kitty's comment, "We got enough grouchy folk around here with Logan."

That did get her to ease up a bit and even crack a smile. But still, she wasn't used to this whole notion of being so…Xavierish.

"Well comments aside, I think she has a point, Kitty," said Vincent, who had been working with Kitty, Sam, Tabitha, Jamie, and Rahne, "It's important for you to learn from the attacks you faced and the defeat you suffered. It's something we always had to contend with on the battlefield, learning from mistakes and not letting them hold us back."

"Easy for you to say. I doubt you ever got your ass kicked like we did," muttered Amara.

"Oh you'd be surprised," said Vincent in response, "Trust me, I've had my share of mishaps. Hell, in my early days at Shadow Cell, it was all pretty much one prolonged beating from Magnum. You all may complain how rough Logan is, but trust me…He can't hold a candle to Magnum."

"Yeah…I know what you mean," muttered Mystique, remembering all too vividly the bloody history she had with that deranged woman.

As unsettling as such details were, the young mutants of the X-men managed to set them aside and continue practicing. Already, they were getting a feel for just how difficult CQC was compared to the other fighting styles they had learned. It was not just a mode of combat…It was a whole other plane of thought. And for the most part, that was difficult for them to grasp since they didn't undergo the same routines as Shadow Cell.

"Okay guys…Let's try this again," said Vincent, watching as everybody lined up in a row.

"Oh boy, here we go again," said Sam, showing serious doubts as to whether or not they would ever get something like this.

"Hey, come on Sammy boy! Show some optimism," said Tabitha with an encouraging grin.

"Hey, I thought you were being optimistic enough for all of us," said Jamie, causing him, Rahne, and Kitty to laugh.

"Hey…Somebody's gotta do it," she shrugged.

Vince found himself smiling at such exchanges. It was still a difficult transition, going from Shadow Cell to the Xavier Institute. There were still many things he was dealing with concerning the betrayal from Dr. Essex and the principles from him and Magnum that he and the others still held onto. But he found that by working with some of these kids and giving them a chance to see beyond the mere soldier on the surface, it really did give him a good feeling inside…Almost as if he was back at the orphanage helping the kids who so often turned to him.

"Okay you guys, come on…Let's get this straight," said Vincent, although he didn't know if they would ever get the tenants of CQC at this rate.

Once again, he ran them through some of the moves and motions that had been so rigorously drilled into his mind and body over the years. He still did them flawlessly from his years of training, but for the less experienced X-men, they quickly lost their balance and after a while, it fell apart in a rather humorous display that Mystique was clearly trying hard not to laugh at.

Eventually, Tabitha, Sam, and Kitty fell flat on their butts again, the others soon following. And in a playful show of youth and carefree spirit, it once again devolved into relative chaos.

"DOGPILE!" yelled Jamie, several duplicates forming as he pounced upon Kitty, Sam, and Tabitha.

"My favorite!" said Rahne with a grin as she followed suit.

"Oh no…You ain't draggin' me in this time!" said Rogue as she tried to back away.

"Oh come on Rogue, have a little fun!" said Amara, getting into the spirit as she reached forth and pulled her in.

At this point, Mystique and Vincent were just watching and laughing. There was no stopping them now. They would probably stay like this until they ran out of energy. And by that time, they wouldn't be suited for any more training. They were a bit tempted to step in at some points…But for the most part, they just didn't have the heart to break it up.

"How long do you think they'll keep at this?" asked Mystique, trying hard not to erupt in laughter.

"Can't say…" shrugged Vincent in amusement, "I guess until they wear themselves out."

"And how long do you think that will take them?"

"Raven…I doubt even the CIA could figure that one out."

As the scene continued and Vincent and Mystique continued to watch in amusement, they noticed some activity over towards the garage area. Such a sight was not uncommon, but when they saw the two figures behind the activity, even they were a bit surprised.

"You sure you wanna do this kid?" said Logan as he and Laura wheeled out a couple of motorcycles into the driveway, "The back roads around this place ain't for the faint of heart."

"Oh come on, Wolverine!" scoffed Laura with a wolfish grin, "I've ridden shitty Chinese made four by fours along the mountains of the Hindu Kush in the middle of winter. I think I can handle this."

"I'm no sayin' that ya can't," he said in response, "I'm just sayin' you may not be able to keep up."

"Oh? Are you challenging me?" she said playfully as they both mounted the bikes.

"If that's the way ya want it, Laura…" he said as they both started the motors on their bikes, "But I'm warnin' ya…You may be my blood, but I've been ridin' stuff like this for decades."

"Oh we'll see, Logan…We'll see," said Laura, flashing her new 'father' one last grin as they both kicked their bikes into gear and sped off down the driveway.

Such a sight did not go unnoticed by the still rowdy students. Eventually, they halted their dogpile fun and got up to watch the two former living weapons ride off into the wind.

"Man…Those two really are alike," commented Kitty, noticing how they both drove somewhat recklessly.

"Like father like daughter I guess," said Mystique with a shrug.

"Yeah…I guess," said Vincent, sounding a bit more distant, noticing the look on his comrade's face while she rode alongside the man whose blood she bore.

Everybody else seemed happy for them. It seemed as though they both really did help one another. And now that they were technically and legally family, they could honestly see some real good coming out of such a relationship. They both had so much in common and clearly understood one another on a level they couldn't yet fathom.

But for Vincent, who had known X23 for years and looked at her as if she were a little sister, seeing her like that brought out some mixed feelings within him. Sure, he was happy to see her smile…But at the same time, it was also a reminder that neither he, nor the rest of the team really had any family left. And at least for now, one of them seemed to finally regain that joy.

"Okay guys, fall in…" said Vincent, helping to divert their attention back to the matter at hand, "Let's try this again."

While the training continued below, up above both Professor Charles Xavier and Hank McCoy watched the scene below. They both couldn't help but smile at how far Shadow Cell and Mystique had come since their arrival. Despite earlier complications, they had truly made some genuine progress. Mystique was now growing closer to her kids and actually smiling now, a great feat for anybody who knew her. And the five mutant soldiers were finally beginning to come out of their shells.

The two elders watched as the group of youngsters below once again tried to follow Vincent's lead, only to end up in another dogpile. It was a sight that truly did evoke a sense of hope, for it showed just how far they had come and how far they had yet to go.

"So what do you think, Charles?" asked Hank, who couldn't help but laugh at the all too familiar sight, "Do you think Shadow Cell and Mystique have finally managed to find a place here at the institute?"

"I'm afraid it's still too early to say, old friend," answered Xavier, his words still so full of hope, "But they're definitely making progress…That much is clear. I suppose only time will tell just what kind of role they'll find for themselves…But for now, I think we're on the right track and it's up to us to stay the course."

* * *

AN: Well, I guess it's safe to say that things are improving somewhat for the five mutant soldiers. They're starting to have some real honest interaction with the rest of the team and they're even making a few new friends. Logan and Laura seem to be hitting it off real well and even Mystique seems to be coming around. Things are definitely looking up, but there's still a few things to work out. Rogue and Remy are still coming together and there are a few other little matters that need to be resolved before this fic can finally draw to a close. Stay tuned to see how it all turns out keep reviewing every step of the way! Send me your feedback via email or post it on the fanfiction website. Either way is fine as long as you REVIEW! Thanks you all very much for reading and I wish each and every one of you the best!

OH WHEN SHALL MY REVIEWS COMETH? PLEASE DON'T KEEP ME WAITING! REVIEW!


	59. New Instructors

**Sinister Soldiers  
Chapter 59: New Instructors**

****

* * *

As the next few days passed, things continued to evolve at the institute for Shadow Cell. Slowly, but surely, many institute residents were beginning to see them not as the dangerous team that had once infiltrated the institute and put them into a world of hurt, but more as actual residents who were in fact making a conscious effort to develop new lives.

They still retained many of their ritualistic training routines like waking up at four in the morning to do their exercises and spending at least a couple hours a day in the weight room. Many still found this to be a bit odd, but it was something that was very much apart of them and much of the institute was beginning to get used to such sights, for Shadow Cell had made it clear that they were still soldiers at heart, and they wanted to retain many of the same tenants that had so often guided them in the past.

But aside from their soldier-like ways, they did continue to ease into civilian life. By now, they had a new wardrobe of clothing so that they didn't look like they had come from the combat zone anymore. They were learning some of what they referred to as 'social rituals' to help them mingle. And in addition, their relationships continued to develop. Scott and Jean continued spending many nights together, Vince and Wanda were also learning to adapt to the idea of them being a real honest couple, and Laura was beginning to really think of Logan as family. They also managed to win the acceptance of a few institute residents like Tabitha while also making strides to mend old wounds with others like Warren, whom they formally apologized to for shooting his wings.

It was by no means easy adapting to this new life, but they were making progress. It was frustrating at times because they could never truly really escape what they were, but it was also surreal in a sense that they were now living amongst the ignorant masses that they once worked so ardently to protect. They could not escape their past as soldiers…That much they had learned since their arrival. But they could still adapt and find a new place at the institute.

As for Mystique, she also managed to branch out a bit as Kurt and Rogue managed to 'coerce' her into hanging around some of the others. At first, she didn't like this one bit since she still garnered many menacing glares from much of the institute residents, but she did eventually find a few that were willing to give her at least some chance. Students like Kitty, Remy, and some of the New Mutants like Jamie, Rahne, and Tabitha seemed more willing to look beyond the past, after some heavy coaxing on the part of Kurt and Rogue.

But as nice as it was to finally have people give her a real chance, there were still some rough patches with people like Warren and Logan. But even they were beginning to come around, at least to some extent. And there was still this suspicion she had about Remy every time he was around Rogue, which was something that didn't necessarily sit well to well with her. She also noticed similar activity between Kurt and Kitty, but Kitty was a real sweet girl who genuinely seemed to like her son and Remy was a former thief from New Orleans, so there was definitely a difference there. Despite this, however, she tried to keep her nose out of her kids' love lives, but that wasn't always easy at times, especially when she could see it manifesting right before her eyes.

Complications aside, however, Professor Charles Xavier was genuinely pleased with how things were going thus far with Shadow Cell and Mystique. There was definitely a lot less hostility in comparison to when they first arrived and he could see new friendships forming and new bonds being forged. He saw a clear in present change in Kurt and Rogue as a result of having their mother as a part of their lives and he noticed a similar phenomenon with Logan and Laura. But aside from new bonds, however, he was also quite interested and getting Shadow Cell directly involved with his team.

The five mutant soldiers clearly had a great deal of skill and knowledge to offer. And with their paperwork now solidified within public records, they could truly look forward with their lives. He had talked to them about school at certain points, but they were reluctant for the most part since they had already received so much education from Shadow Cell. Neither of them knew what they wanted to do with their lives and now that they had a home and mountains of money thanks to Magnum's old funds, they had a lot of options. And always the opportunist, Professor Charles Xavier wanted to show them as many as he could.

* * *

It was in the middle of the afternoon as Professor Xavier stood with Hank, Ororo, Logan, and Mystique in the observation deck overlooking the danger room. Many of the students had just returned from school and as usual, they had scheduled a mid week danger room session. Only this time, things were a little different.

Down in the high tech arena, both the X-men and the New Mutants stood in wait for their instructions. It was rare that they were both present, but that such sessions did occur from time to time, usually involving big team building exercises. But unbeknownst to them, this would be no ordinary session…Not by a long shot. The Professor wanted to take full advantage of the new resources at his disposal and both he and his staff were eager to see what they could accomplish with them.

"I don't know about this, Chuck. Are you sure this is a good idea?" said Logan as he watched the students casually loft about in the area below.

"Oh come now, Logan. Don't tell me you're worried about this little experiment," said Hank, who seemed to share the Professor's enthusiasm in regards to this little idea of his.

"Who's sayin' I'm worried? I'm just don't know if they're ready for this," he clarified, sounding quite serious.

"Well, I think this will be good for them, Logan," said Ororo, sounding a lot more confident as she stood beside her friend, "After all, they really have come a long way since their arrival."

Logan simply let out a humored laugh as he shook his head at his friends' words.

"I wasn't talkin' about Shadow Cell, Ro. I was talkin' about the kiddies. They're all used to a certain kind of training. Shadow Cell, on the other hand…Well, lets just say there are plenty of discrepancies."

"You know for once, Logan, I agree," said Mystique, who was keeping her distance, not really wanting to be here at the moment, but since her kids were a part of this, she ended up staying, "I've seen what those kids can do. We all have. And having them teach CQC? Well, do I really have to get into why it's a bit disconcerting?

The Professor kept a confident poise as he did one last check of the console, making sure that everything was in order as specified by Shadow Cell so they could best do this. He could see some of the arguments Mystique and Logan were making, but given that Shadow Cell was still so uncertain about what they were going to do with their lives, he wanted to give them a chance to contribute to the institute. And this seemed like the most logical way for them to do it.

"I understand your concerns my friends," said the Professor as he punched in a few final commands on the console, "But I think this little experiment will yield some real good for both sides. Shadow Cell's attack proved just how unprepared many of the students in the face of great force and I've been trying to come up with a way to get them more involved here at the institute. And naturally, this is the first thing that came to mind."

"Yeah, can't say I blame ya there, Chuck," conceded Logan, "They did get their asses handed to them during that attack…Hell, we all did. But I still think it may be a little too soon. I can still see that they're really tied to that military mindset of theirs."

"Yes, well I believe that they'll always harbor feelings like that to some extent, my friend," said the Professor as he grabbed the microphone from the console, "But I think this would be a good way for them to put those skills to some good, honest use. And after fighting against Sinsiter, I want the team to be more prepared. Magneto is still out there and if there's one thing that Shadow Cell has taught us all, it's that there are plenty of unknowns in this world and the only way to deal with them is to be prepared."

"In other words…If you want peace, prepare for war?" commented Hank.

"To some extent I guess…" said the Professor, reluctant to every associate himself or his team with 'war' in any means, "But for now, let's just see what Shadow Cell can offer us in terms of expecting the unexpected."

Back down in the area below, both teams were starting to get a little restless. Getting back to school after having gone head to head with one of the most powerful and secret military force ever conceived had been quite an adjustment to say the least. But it wasn't like they could use that as an excuse forever. They had to get on with their lives, regardless of how strange it felt at times, knowing some of the things they knew now from their experiences with Shadow Cell.

But aside from school, it was also a bit of a challenge getting back to regular training after having spent so much time dealing with Shadow Cell. They had all worked with such great rigor after the attack and easing back into the old ways was a bit surreal to say the least. But as long as they didn't have to deal with anymore super secret military units, that was okay with them.

"So what do you think this joint session is all about?" asked Bobby, turning to Warren as he watched a few of the others do a little stretching in order to prepare.

"Beats me, Iceman," shrugged the winged mutant, "But I think we're about to find out."

Up on the observation deck, the Professor switched on the microphone for the usual pre-session briefing. Neither he nor the rest of the students for that matter knew what to expect from this. But hopefully, they would find out soon enough.

"Hello my students. Thank you both for coming to this joint session," he announced, his voice echoing all throughout the vast and elaborate training area, "Now as you've probably noticed, I've made a few adjustments to the training schedule. But there is a reason for this, and I believe it's a valid one. The attacks from Shadow Cell have shown that while we remain vigilant…We are still quite vulnerable in many respects. And if we are to prevent such complications from affecting us again, then we must make sure that we are prepared for anything."

"And how do you want us to do that, Professor?" asked Betsy from below.

"Simple…By new forms of training."

"New forms of training?" said Jubilee, who was beginning to get a somewhat weary feeling as to where this was going.

"Yes…And as such, I'd like you to meet your new combat instructors."

Then suddenly, the primary doors to the danger room opened and the five mutant soldiers of Shadow Cell, bearing their full uniforms, stepped in. Immediately, some of them grew a bit worried about this, for they had seen what Shadow Cell was capable of…Hell, everybody knew that. And for those whom had actually gotten to know them on a personal level, it was definitely a bit scary to think that these would be the people who would be teaching them how to fight from now on.

"Uh…Professor," said Kitty, not necessarily sounding all that optimistic about this, "Are you sure this is a good idea?"

However, before Xavier could answer, the five mutant soldiers stepped in, not wasting any time in making their presence and authority known.

"Hey, no more questions at this point, Kitty," said Jean as she and her comrades now stood in their strong soldier poise before the somewhat disorganized group of teenage mutant, "Rule number one in regards to training with us…NEVER question the authority of your superior."

"Superior?" said Warren, taking a step forward, not liking where this was going, "Look, we don't have that kind of thing here. This isn't the military, it's…"

"Hey! Did we give you permission to speak!" shot Laura, flashing the older mutant a gaze that could only come from the seed of Logan, "We know this isn't the military. We know this is a school."

"But titles aside, we have been tasked to teach you the art of CQC and we will do so by any means necessary," said Vincent, speaking in the tone and voice of a soldier, "And unfortunately, the only way to truly teach you guys this powerful technique is through the same means which we were taught."

"Oh boy…Did anybody else just get dat sick feeling in their stomach besides me?" commented Remy.

"Oh believe me, Remy…I don't think any of you will have much of an appetite after what we've got in store for you," said Scott with a slight grin as he and his comrades stood poised to carry out the task they had been given and as the dutiful soldiers they were, they would see it through until the job was done, "Any questions?"

Nobody dared to speak, but there were plenty of inward groans to go around. Shadow Cell had expected as such, but it was just one of the many barriers they would have to work around. After all, they were starting from scratch and the rest of the X-men knew it.

"Shit…We are so dead," muttered Amara.

"ALRIGHT THEN FALL IN MAGGOTS!" yelled Wanda, taking the initiative with the kind of voice that she had been so used to hearing for so many years.

Her tone left absolutely no room for argument as everybody suddenly found themselves lining up in a row, not looking forward to having former soldiers as their new instructors. But then again, what choice did they have?

"Alright now listen and listen good…" said Scott as he walked up and down the row with his comrades, taking in what they were going to have to work with, "In order to make this work, we can no longer be your teammates. Now like it or not, you guys need to know how to fight. We proved that when we came in. But now, things are different. The circumstances have changed."

"And in regards to all the training and skill that you've acquired through your experiences as X-men or otherwise…As of this very moment, they all mean precisely dick," continued Jean, her tone firm, but embodying a sense of great strength as well, "Because from this moment on, you are all officially one big hunk of primordial, proto-human shit. You're nothing…Formless, shapeless, and hopeless. And we're going to mold you into the most effective fighters you can be."

"And if we're going to do this, then you're going to obey us without question," said Vincent, speaking so as to make sure that nobody would have a means to question the authority that the Professor X had bestowed upon them, "Now CQC is a military style and it can't be taught with sweet talk and roses. It can only be taught with obedience, sweat, and strife."

"In other words, you guys are going to follow the orders you're given," said Wanda, who was pacing back and forth along the row of weary young mutants, "You're going to do EXACTLY as we tell you. And when we're done, you all are going to be a new force…A new power. You will be ready to eat your own guts and ask for seconds. You will be perfect in your ability not just to fight, but to think as well. We're not just going to teach you how to use your muscles…We're also going to teach you how to use your brain as well. There are millions of styles out there that we could teach you…Styles that could just as easily help you overcome the most powerful of foes. But only with CQC will you not only be able to take out your enemies…But entire armies as well."

"Now granted, you may not like some of our methods…" said Laura, maintaining the stern look that embodied so much of her predecessor, "But we are fair in what we do and how we go about it. We will NOT treat you like our drill sergeants treated us. But that doesn't mean that we're going to go any easier on you."

That got both teams to tense up a bit, for some of them still had the bruises from what Shadow Cell had done to them the first time around. Training in the danger room was hard enough, but having the most deadly soldiers ever to come into existence as their new instructors? Could they really handle that? It was a question that even the former mutants of Shadow Cell weren't sure of, but then again they wouldn't know until they tried.

"As of right now, there are no more divisions with this team," said Scott, taking over as he and his comrades stopped pacing to address them all in full, "There are no more regulars. There are no more New Mutants. From this point on, you are all X-men and you're going to learn to fight as such! Defeat, victory, or draw, you're going to fight like warriors! So get ready…Because we've got a lot to cover."

* * *

Three and a half hours later, the entire institute was an echo of moans and groans. Bodies were reeling, pain was ubiquitous, and minds had turned to mush as the tired and exhausted mutants of the X-men literally dragged their bodies out of the danger room, wincing with every movement. They were sore in places they didn't even know existed. They were tired in a way that no words in the English language could describe. Training in the danger room had been exhausting enough, but training was Shadow Cell was something entirely different altogether.

"Ugh…Can't…Feel…My legs," groaned Bobby, leaning on Jubilee so that he didn't fall flat on the floor.

"Legs! To hell with legs! I can't feel my entire body!" groaned Kitty, who was practically limping as they all exited the elevator and slowly made their way towards the nearest resting place for them to rest.

"Okay…It's official guys…I'm never going in the danger room again," groaned Warren, his wings slouching so that they were practically being dragged along the floor.

"I second that," said Betsy, who was faring a little better thanks to her ninja body, but still moving slowly as a result of so much soreness.

Finally, they all managed to make it to the living room where there were couches…Beautiful, comfortable couches. It was like seeing a drinking fountain in the middle of the Sahara desert and with what little strength they had left, the team of young mutants collapsed onto the soft cushions, ready to pass out right then and there for at least a week or so.

"Mien Gott…Somebody get a shovel and bury me right here," said Kurt as he collapsed upon the couch face down.

"No way, homme! Den who'd bury Remy?" said Gambit as he collapsed next to Rogue, whom he had been leaning on for support.

"Ugh, just get a bulldozer and make one big pit! At this point, Ah'll take anything," said Rogue, having no idea that a body could get this sore.

"Will you guys please keep it down?" groaned Jubilee, who simply fell to the floor, not even able to make it to the couch, "Even my ears are sore."

"Hey…Look on the bright side," said Warren as he slumped down in his seat on the chair, "At least we made it upstairs. I think the newbies collapsed half way."

"Yeah…Can't say I'd be surprised if some of them were dead," made Betsy as she rested her head against her boyfriend's shoulder.

"Yeah…Wish I could join them," said Bobby, feeling as though he wasn't even strong enough to make a snowflake with his pinky finger, "Man, I though Logan was the worst when it came to training. But compared to those guys…Hell, I'll do a marathon of his stuff before I get this sore!"

"Truer vords vere never spoken, Iceman…" said Kurt, his voice muffled from laying face down on the couch, "And to think, zhey still insist that ve have a long vay to go before ve can even be considered amateurs at this stuff."

"Well I for one don't t'ink dat Remy could survive another session," groaned Remy, "Hell, at dis rate, I don't t'ink any of us could."

"Hmm…Yeah…Right," said Rogue, already on the verge of passing out.

A tired and exhausting silence finally fell over the young team of mutants. They had faced the Brotherhood, the Sentinels, and Magneto, but even they never left them feeling this sore. Shadow Cell had gone above and beyond. They had given them a taste of the rigors they used to endure on a daily basis. And in their eyes, it was one taste too many.

As the exhausted and sore X-men began to allow their bodies to recuperate, they hardly noticed the New Mutants filing out of the elevator in small groups. Like them, there was plenty of discomforting groans to go around. Some, like Tabitha, Sam, Amara, and Ray, were trying to make it to the den where they could at least have the TV distract them from their pain. Others, like Jamie, Rahne, and Roberto, however, didn't even have the strength for that as they went straight up to their rooms for some much needed rest. Ororo, Hank, and Logan were there to help some of them, but for the most part it was just one long line of tired mutant teens, now completely sapped of their energy for the evening.

The last ones to come up from the lower levels were the five mutant soldiers of Shadow Cell. They had stayed behind to give the Professor a report of their progress and for the most part, it was mixed. They clearly had a lot to learn and many of them didn't seem to have the strength to handle certain rigors that were unfortunately necessary for teaching CQC. But despite this, there was still hope for them…That much they were certain of. It was just a matter of getting over the initial shock.

And as much as Shadow Cell hated to admit it, it was kind of humorous seeing them like this…So beaten and exhausted from just one little four hour session when they had endured many times more than that through the course of their training. But then again, these weren't soldiers they were teaching…They were students. And as such, they had a lot to learn if they were ever going to gain proficiency at the art of CQC.

"Damn…Three and a half hours and they already look half dead," commented Laura, who couldn't help but grin somewhat at the sight before her.

"Yeah, and that was just a fraction of we used to go through back at the base…And we were barely in our teens," said Jean, finding it surreal in a sense that she and her comrades had endured training like that while these run of the mill civilian mutants collapsed after a mere three and a half hours.

"Well to be fair, we did go through the bio-mutagenic accelerator," made Vincent, "So we did kind of have and advantage in that regard."

"Or maybe we just have a higher tolerance for pain," shrugged Wanda.

"Guess anything's possible," said Scott as he and his comrades let out a collective round of laughter before leaving the others to recuperate.

Then, as they were making their way back down the hall, they ran into Mystique, who had just seen some of the tired and frazzled New Mutants pass by. As usual, Jean somewhat tensed up and stuck close to Scott since there was still a lot of bitterness between them. While Mystique was starting to come around for most of the others, she still had little love for her after the mind rape even though she had apologized for it on several occasions.

But aside from the minor details, she didn't seem all that moody this time around. If anything, she seemed somewhat amused that these seemingly hyper-energetic kids had finally showed that they did indeed have a capacity for fatigue.

"Wow, looks like you guys were pretty rough on them," she commented, casting them a half grin.

"Hey, it's not our fault they can't handle it," shrugged Wanda, "We used to go through that routine early in the mornings almost every day in some form or another."

"Yeah, and we weren't nearly as tough as Magnum. Otherwise they'd have a lot more bumps and bruises," added Laura.

"Well you do have almost a decade of experience on them, so just leave it at that for now," she shrugged, "I've learned from experience that anybody who wants to gain true skill in anything, whether it's in combat or control, they always find themselves shell shocked by the first session."

"Yeah…Well hopefully, they'll get better. CQC is a very rough skill to learn, but it's doable for anybody to some extent. It's just a matter of what one's limits are in terms of endurance and drive," said Vincent, although after this session they had reason to have certain doubts about such notions.

"Guess that's where being a soldier comes in mighty handy," commented the shape shifter, causing a round of laughs.

It was somewhat odd to see Mystique so much lighter than she had been when she first arrived. But spending time with her kids and getting to know some of the young soldiers of Shadow Cell had been nothing short of therapeutic for her. Sure, there was still some bitterness…That was practically a given with somebody like her. But she was finding new ways to balance herself out here at the institute. And it wasn't just with her kids.

"You guys hungry?" asked Mystique as the laughter died down, "The night is still young and I doubt anybody else around here has got much of an appetite after what you just put them through."

The five mutant soldiers cast the shape shifter a curious gaze. Was she just offering to take them out to dinner? Was she actually implying that she was going to 'get out' for once after having been sequestered here since her arrival? It was a bit sudden, but with a full evening ahead of them, they figured…Why not?

"Yeah, I could go for a snack," said Scott, his stomach growling somewhat after the three hour session.

"Me too," said Jean, having not eaten much all afternoon since she and her comrades maintained some rather sporadic eating habits due to some of the habits they still maintained from Shadow Cell.

"Great, I know a little place you might like," said Mystique as she led the five soldiers over towards the garage, "I've been wanting to get out for days and if I'm forced to stay cooped up here for a minute longer, I'm going to go crazy."

"And Lord knows we don't want that," said Wanda with a humored grin.

"Very funny, Wanda," muttered the shape shifter.

"Hey, I call em as I see em!" she shrugged, "Chalk that up to battlefield mentality I guess."

"That, or you just seem to get a perverse level of fun out of it," said Scott with a grin.

"Hey, either way is fine by me."

Such comments made Vince shake his head and laugh at that. No matter how well he knew her both on and off the battlefield, she still had a knack for surprising him in a way nobody else could.

"Cute, Wanda…Real cute," he said with a laugh.

"Hey, isn't cute what you like about me?" she grinned, interlacing her arms with his.

"It's one of the things," he quipped.

"Hey come on you two, save the kissy face for later," made Mystique as she rolled her eyes a bit at their playfulness, even if it was kind of funny, "Come on…Let's eat."

* * *

A few hours later, the five mutants of Shadow Cell and the shape shifter known as Mystique found themselves at a quaint little restaurant and bar just within the city. It was definitely a ways from the institute, but the trip proved to be worth it. The food was good, the area was low key, and it wasn't too bawdy or overwhelming. It was just a simple place with simple food…Exactly the kind of thing the five mutant soldiers needed in their utterly complicated lives.

"Lucky's Bar…Nice choice, Ms Darkholme," said Wanda as she bit into her burger.

"Thanks," said the shape shifter, now in a human form so she didn't draw any undue attention, "It's not fancy, but the food is good, the service is nice, and it's not too rowdy."

"Can't go wrong with that," said Jean as she continued to hungrily inhale her cheeseburger, a simple dish she hadn't had in years, "God, I almost forgot how good these things were!"

"Amen to that!" said Scott with a smile, "I remember how my dad used to grill these ever Sunday. I don't think I've had one since."

"Yeah, sure beats the gruel we had back at the base," added Wanda.

"Definitely!" said Vincent in agreement as he took a sip of his soda, "Now that we're civilians, we finally have the freedom to eat food that's bad for you and full of chemical preservatives, half of which are formulated by the government and big corporations to get you addicted to the food."

"No kidding…Ain't America great?" laughed Scott, taking another big bite out of his burger.

Such comments made Raven feel a bit uneasy, but it wasn't so much the comment about junk food being addictive. That part actually made a lot of sense when she thought about it. It was more how enthused they seemed about having the kind of food that they had once been denied to them for so long. And for some like Laura, such food was a completely new experience altogether.

"Mmm…God damn, this is good!" said Laura, who was already halfway done, "I had no idea food like this even existed!"

"Well don't worry, Laura…There's plenty of shit like this out there," said Raven with a slight laugh, "And with the crowd back at the institute, you'll be hooked on it in no time."

"Hey, if it tastes this good, I wouldn't mind," she shrugged, "It's almost as good as snakes!"

"Yeah…Almost," said Jean with a smirk.

Mystique cast them a rather curious, if not somewhat disturbed, glance upon hearing that. But they didn't seem to mind. Hell, they had grown somewhat accustomed to such things ever since their arrival.

"Snakes?" she said with a half disgusted look.

"Don't knock it till you've tried it, Raven," grinned Wanda, "Once you've had a snake, you'll wonder how you ever did without."

"I think I'll pass," she said, putting her burger back down momentarily to get that image out of her head.

"Hey, back at the base, they didn't call us the Snake Eaters for nothing," said Scott, "But as good as they are…There really are no substitutes for good ol' burgers and fries."

"Yeah, I've missed stuff like this," mused Vincent, taking another sip of his soda and picking at some of his fries, "Hard believe that just a few weeks ago, we were still training for our next mission, listening to lectures from Sinister, and learning how to become stronger and deadlier killers…All while having the GURSO unit on our backs 24/7."

"I know. Sometimes I still think they're watching me," said Jean, who stopped eating her food for a moment to think about just how far they had come since the destruction of Shadow Cell, "Even though I know they're not there…Even though I can clearly sense that they're gone…Part of me still feels it, being in their gun sights nearly every waking moment."

"Yeah, I think we've all felt that to some extent, Jean," said Scott as he followed suit, setting his food aside for the moment to console his girlfriend, "And chances are, we're going to keep feeling that for some time."

"You think it'll ever go away?" asked Laura, sounding a bit down.

"I don't know," said Jean, not sounding too optimistic about it, "Honestly, I don't think we can ever escape some of the things Shadow Cell did to us. Like it or not, they made is who we are…Even if they did betray us in the end."

"Yeah, as if we don't have enough shit to deal with in our lives as it is," muttered Vincent, speaking from the voice of the lone survivor of the Prodigy Project.

"Hey, come on you guys, you're starting to sound like me," said Mystique, somewhat taken by this dramatic shift in tone, "You beat them didn't you? Shadow Cell is gone now, isn't it?"

"No…It's not just that, Raven," explained Vincent, his tone growing deep and solemn, "Even though Shadow Cell is gone, the whole experience was just so much a part of our lives that…I don't think we can ever escape it. So much of what we believe in…Principles like honor, loyalty, duty, patriotism, self sacrifice, and valor…It was all taught to us by people like Magnum and Sinister. They taught us how to be a soldier. They taught us to embrace these tenants. But in the end, they turned around and betrayed us. They completely shattered everything we once so strongly believed in."

A solemn feeling quickly fell upon the five mutant soldiers. Such words were a painful reminder of the burdens they would have to live with. So many of the things they had been taught had been brought into question with the betrayal of their superiors and their mentors. There was a lot they wanted to hang onto, but it was just so hard to trust such ideas when they came from people like Sinister and Magnum.

It was hard for them to accept…Forever having to contend with this burden. Mystique could see how greatly it affected them. But in a ways, it was comforting to see that there were others out there like her that had also endured such conflict. For like them, she knew all too well what it was like to be betrayed and have all the principles she once believed in thrown into question.

"Betrayal is a horrible feeling," she found herself saying, managing to break the silence over the five mutant soldiers as she now garnered their attention, "It really does hurt on a level that's hard to ascertain. But at the same time, it also challenges everything you once believed in…Everything you once held dear."

"Yeah, I know," said Vincent, not doubting that the shape shifter had some experience in that regard, "But it's just that…We're all soldiers. There are certain tenants we believe in…Certain beliefs we treasure. Things like honor, duty, and valor…Those are what really helped drive us all during the hard times. But learning them from Sinister, Magnum, and…"

However, Mystique didn't let him finish. She knew where he was going and she wasn't going to let him end up walking that path she knew all too well.

"Vincent…It doesn't matter where ideas or principles come from," she told him firmly, speaking from both experience and knowledge, "You could learn the tenants of a noble life from Satan himself and that wouldn't make a lick of difference. It's not so much where your beliefs come from…It's more so how much you believe in them."

"You mean like faith?" asked Laura, having known from many lessons with Magnum the importance of that term.

"Kind of…" said Mystique struggling to find the right words, "Being a soldier has a lot to do with faith. If every soldier didn't have it, then there would be no wars to begin with. Faith in your cause is your strongest weapon, hands down. And through things like honor and valor, you really can foster a great deal of strength from within. You five are a testament to that."

"But still…Faith is all well and good, but what about right and wrong?" asked Vincent, still only half convinced, "I was raised by a priest and he was like a father to me. He always taught me and all the other orphans back home that things like kindness, honesty, compassion were right. And killing was always wrong."

Vincent Freeman found himself sinking in his seat a bit after that, for every time he thought about Father Michaels and the orphanage back home, he was always hit with a twinge of guilt. It had been Sinister that had destroyed his home. It had been Sinister that had used and betrayed him on more than one occasion. First with Prodigy, then with Shadow Cell, he was used and hurt in ways no other human being could muster. But what hurt most of all was that he ended up trusting Sinister. He killed for that man. He broke one of the most defined rules Father Michaels had taught him. And in a ways that hurt more than any feeling of betrayal.

For Mystique, she merely let out a deep sigh. She knew this debate through and through and she had argued with herself over it for many years. Like Shadow Cell, she had taken her share of lives and contrary to what many others would have believed…Such acts didn't come without guilt. But if all her experience had taught her one thing, it's that NOTHING is ever truly simple.

"It is wrong Vincent," she found herself saying, "Killing is wrong…Plain and simple. It's a black and white rule…One which pretty much everybody can agree upon. But the problem is that it's a rule for an ideal world…Not the real world. Black and white rules can't function in a world dominated by gray. It's like trying to put a square peg into a round hole."

"But still…We killed so many people," argued Vincent, "We took human lives."

"And had you not taken those lives, plenty of others would have been lost," reasoned Mystique, "That's the gray area. That's the part where such ideal tenets lose their meaning. Is one guilty life worth one innocent live? If the death of one man could save the life of a hundred innocent men, is it not worth it? There's a lot of gray area…Especially when it comes to war and combat. And that's why you should never forget things like honor, compassion, and loyalty. In a world that's so gray, I can think of no better way to define what is right and what is wrong than through the power, drive, and strength of a soldier. It's kept me going all these years. And sure, I've made some mistakes…Everybody does. But no matter what happens, you can never forget that few things in this world are truly defined. So much of it is gray. So much of it is uncertain. And that's why you need things like honor…Because in the end, we're all just looking for something to hang onto. And for a soldier, what better thing to retain through victory, defeat, and betrayal then honor?"

A heavy silence fell over the five mutant soldiers. Mystique's words really spoke volumes. For unlike them, she had been in the game a lot longer than they had and she didn't have the luxury of defined goals or principles. Yet still, she still had a sense of honor and compassion. Like them, she believed in the spirit of a soldier. And in many ways, it helped reaffirm that which had driven them so strongly over the years through the good times and the bad. And once more, it really did put a lot of things in perspective.

"Gray area…" said Vincent, finding that concept to resonate the strongest with him.

"Yes," said Mystique, giving the troubled young man a reassuring smile, "Believe me, if you think the world is black and white, you will drive yourself crazy with guilt, anger, and sorrow. Magneto saw the world as being black and white and just look where that led him."

"Why am I not surprised?" said Wanda, rolling her eyes at the bitter mention of her so called 'father.'

"But still…What about everything Father Michaels taught me? What about all those virtues we so strongly embraced?" asked Vincent, still desperate for answers.

"Just ask yourself this…" said Mystique, still not done, "Was stopping all those terrorists and saving all those lives honorable? Was living by a code that preaches honor, loyalty, and compassion so wrong? No matter who it came from or who you believed in…Did it still matter to you? Because when you get right down to it, right and wrong are only relative to the principles you hold dear. And if the principles you hold dear are things like the honor and compassion for the millions of innocent lives that you helped save, then please tell me…Why is that so wrong?"

For all her bitterness and all her deception, Raven Darkholme sure had a knack for putting things into their proper place. It was a reminder as to how complicated the world truly was while at the same time drilling back into their minds that which was truly important. Their honor, strength, and spirit as both warriors and human beings…Now that was something nobody could truly touch. Sinister may have nurtured them, but they were the ones with the faith, not him.

Vincent Freeman, for all his uncertainty and conflict, actually found himself smiling now. It was a smile that seemed to influence the others as well…Wanda in particular, whose hand he found himself firmly grasping now. Maybe killing never was truly justified in some sense…But after everything he and his comrades had been through, they knew all too well just how much more complicated such matters were. And it wasn't just on the battlefield…It was also life in general. They had been down some very tough roads…Yet in the end, they remained loyal not to Shadow Cell…But to themselves.

"Thanks Raven. You really do know how to make things very clear," he finally said, smiling back at her with a sense of gratitude that made her blush somewhat.

"Chalk it up to experience I guess," she said as she finished up the last of her burger and let out a content sigh, "And besides, us messed up mutant soldiers have to stick together, you know?"

"I'll drink to that," said Scott as he held up his drink.

"Me too," said Jean with a smile as they all tapped their glasses in the center of the table in a show of camaraderie.

Such actions made Raven feel somewhat lighter inside. For the first time in her illustrious life, she felt as though she knew people who truly understood some of the problems she faced. Few others could truly ascertain what it was like to live life as a soldier and a mutant in a world where nothing was as it seemed. And despite the bitterness that she still harbored to some extent, it was nice to finally not feel so alone for once.

As they all finished their meal, they continued to share a few war stories here and there while also simply conversing about life at the mansion so far. Things continued to grow a bit lighter overall as they simply enjoyed one another's company. Eventually, though, the check finally came and they knew they should probably get back to the mansion soon if they were to enjoy the serenity of the night. Mystique motioned to pay the bill, but before she could, Jean stepped in.

"It's okay, Mystique. I got this," said Jean as she pulled out one of her new credit cards that she used from her vast bank account.

"Don't patronize me, Jean," she said, her voice notably irritated, although she was trying hard not to let it show, "I took you all here, so I'm paying."

"Oh come on, Raven!" said Jean with an exasperated sigh, "Are things going to be bitter between us forever? Or are you going to at least try and give me a chance to at least make up for what I did?"

Mystique wasn't in the mood to make a scene…Not when the night had been going so well. And as much as she still disliked Jean for the mind rape, she was clearly making an honest effort. It seemed as though she really did regret what she did, but that didn't stop the shape shifter from feeling bitter about it. Nevertheless, if she was going to get over this in any conceivable span of time, she would have to start somewhere.

"Fine," she said, much to the surprise and relief of the others, "Go ahead and pay. But don't think this will change things all that much."

"Oh don't worry, Raven…Like you, I'm a realist," said Jean, managing a slight smile, "And besides, if any of us are to move forward from this point, we've got to start somewhere."

* * *

AN: Well it seems as though Shadow Cell is finally beginning to resolve some lingering issues. Add to that, it looks like Mystique has made some new friends as well! Although the rest of the X-men are sure in for a hell of a time now that they're being taught by five former soldiers! Oh how I pity them. There's still more to come. A few loose ends have yet to be resolved and I hope you all like how they come together! As always, I encourage everybody who reads this to REVIEW! Send you feedback to me via email or post it on the fanfiction website! Thank you all very much for reading and I wish every one of you the best!

INSERT INCESSANT PLEA HERE! REVIEW!


	60. To Learn and Grow

**Sinister Soldiers  
Chapter 60: To Learn and Grow**

****

* * *

With a new place amongst the X-men, the five mutant soldiers of Shadow Cell continued to settle into their new lives at the Xavier Institute. Despite a rocky start, they were really beginning to see the mansion as a true home. While they never openly admitted it, they were finding some real happiness at this mysterious place.

As the weeks passed, the five mutant soldiers continued their work as the institute's newest instructors. With many years of experience and know-how, they worked hard to teach and train the X-men in the art of CQC. While they were a little slow to pick up on the rigorous training on some levels, eventually they did manage to adjust, at least to some extent, and for the most part, they were making some progress. But it would take quite a while for them to gain the kind of proficiency that Shadow Cell had mastered.

In addition to being instructors, Professor Xavier had scheduled them to get their GED so they would at least have a High School level graduation status. Whether or not they would go onto college was still up in the air, but for the most part, they were getting rather accustomed to their lives at the institute. And with the vast wealth of their inheritance at their disposal, they seemed to finally be developing stable lives for once.

Since their arrival, relationships amongst Shadow Cell had grown increasingly serious. Scott and Jean continued to move forward with their long time relationship, eventually convincing Xavier to let them move into their own room together so they wouldn't have to sneak into one another's room anymore. While this was somewhat controversial at first, Scott and Jean had shown that they truly did love each other deeply and they wanted to be serious about this and move forward with their love. And after everything they had been through, Xavier felt as though they truly deserved some true happiness for once.

In addition to Scott and Jean, Vincent and Wanda's relationship also continued to evolve, and rather quickly at that. After keeping their feelings pent up for so many years, having them out in the open like this brought many new developments. They began going out together, they began sharing a lot of private moments with one another, and they were even starting to make love on a regular basis. Things moved fast for them…After all, they had lost so much time because of their innate stubbornness and they sure as hell were going to make up for it in whatever way they could.

As for X23, or Laura as she was now called, her life also faced some major changes as she grew increasingly close to Logan. While he was now technically and legally her 'father,' she was still somewhat reluctant to call him that…Although it did slip a few times much to her embarrassment. But it wasn't like Logan minded. Being around one another was nothing short of therapeutic for the both of them. They both shared the same complications in life and at long last, they had found something within one another and gained some sense of understanding of what they had been through. Whether it was through tearing up the danger room or going on long bike rides, Logan and Laura had plenty to offer one another. And for anybody who saw them, they were hard pressed to find a time when they weren't smiling around one another.

In regards to Mystique, she too began to slowly gain some sense of acceptance throughout the institute as she continued working with Shadow Cell in their training while also making up for lost time with her kids. It was slow at first, but eventually she stopped getting death glares at ever turn and some were even beginning to enjoy her wry sense of humor. She still remained close to Shadow Cell and often spent time with them when she wasn't catching up with her kids and for the most part, they developed a pretty strong friendship. She even began coming around with Jean, but not after some heavy coaxing on her part of course.

As for the rest of the X-men, the idea of Shadow Cell and Mystique as being a part of the team was finally beginning to gain acceptance. With each passing day, things grew increasingly stable with them and some of them even found friends in their once bitter enemies. And through this new stability, an overall sense of optimism was finally starting to return for the team. While there were still plenty of issues in their increasingly complicated lives, for the most part, this period reflected a time of great change and growth. And there truly was no telling just where it may take them next.

* * *

"Come on Rogue, get up! You can do it!" urged Mystique as she watched her daughter fall to the floor for the fourth time as she sparred with Wanda Maximoff.

"Ugh…Not at this rate Ah can't," she groaned as she picked herself up off the mat of the sparing room adjacent to the weight room on the lower levels.

"Hey come on, no negativity," said Wanda with a grin as she helped her up, "You're not going to beat me unless you start believing that you can."

"Ah know…Ah know," she muttered, rubbing her shoulder a bit from the lingering soreness of several failed spars against the ever skill Scarlet Witch, "This kinda thing is just a lot harder than the other stuff Ah've learned."

"That's just an unfortunate fact of CQC," said Wanda, casting her an encouraging look, "It's not so much a style as it is a stream of thought. You can't really do the moves unless you have the mindset."

"That part Ah get, Wanda…It's just that me and the others ain't been makin' a lot of progress with this thing despite all the sessions y'all give us."

"Well you're still making some kind of progress," she shrugged, not sounding too dissuaded by this, "Keep in mind, it took me and the others almost five years to gain the kind of proficiency we've got now. Stuff like this can't be rushed, no matter how hard you train. It's more so having the will and desire to master this skill and not the overall physical aptitude."

"Well Ah wanna get this right," said Rogue in a determined tone, "Bein' captured by some gun totin' nutcase kind of has that effect on ya."

"Well don't worry, Rogue. At your current rate, you'll be a certified CQC style fighter in no time. You just have to keep at it."

"Thanks, but Ah think Ah've had enough for today. If Ah keep doin' this, Ah'll be a walkin' bruise for the rest of the week."

"Yeah, good idea," said Mystique as she made her way over to her daughter and handed her the gym bag she kept her gear in, "Besides, it's almost lunch time."

"Lunch sounds good," said Rogue, taking out her towel and wiping some of the sweat off of her brow, "Are ya still on to take meh an' Kurt to the Gut Bomb?"

"Yes, although I wish that Kurt would agree to go somewhere else," she said, rolling her eyes somewhat, "All those grease ball burgers can't be good for him."

"Well he eats at least half a dozen a week, so I guess he can manage," shrugged Rogue.

"But still…I wish he would eat healthier," muttered Raven.

"Oh believe me Mama, a lot of people have been tryin' to help him with that…But everybody's failed," said Rogue with a laugh.

"Just say the word and I'll 'coax' him, Raven!" said Wanda with a humored tone, "It's how my old drill sergeants got us to eat bugs, snakes, and plants back in survival training."

"I'll…Keep that in mind, Wanda," replied Mystique.

They were all about to make their leave, when suddenly a new presence appeared in the main doorway. And while it didn't really seem to impact Wanda and Mystique too much…Rogue, on the other hand, couldn't help but flinch when she saw who it was.

"Hey dere, cherè…Workin' up a sweat already?" grinned Remy Lebeau as he took in the somewhat alluring sight of Rogue wearing her tight fitting workout clothes.

"Remy, uh…" she stammered, not expecting him to drop by and once again finding herself caught off guard.

Upon hearing this, Mystique rolled her eyes, for despite how tough Rogue was both physically and mentally, it seemed as though she always had a way of stumbling about whenever she was around Remy. It was no secret to her that she had a thing for him and even though she had been coaxed by the others not to get involved, that didn't mean it sat well with her.

But then again, Remy had been instrumental in saving her from Shadow Cell, so a part of her was willing to give him a chance. It was just a matter of getting past all those maternal instincts that had been so hyper ever since her arrival.

"I…Think we should get going, Raven," said Wanda with a half grin as she began to drag her out towards the locker room, "I promised Vincent that I'd help him and Ororo cook lunch and I'm pretty sure Kurt is already waiting for you."

Knowing exactly what Wanda was trying to do, the shape shifter didn't really fight it as she followed her out, but not without casting Remy one last 'you better watch yourself' glance.

"Yeah…Good idea, Wanda," she said as she followed her out, "I'll see you upstairs Rogue."

"Yeah, see ya, Mama," she said, now once again finding herself alone with the man who had such a knack for catching her off guard.

Once they were gone, Remy couldn't help but breathe a sigh of relief. Ever since Mystique's return, she had been spending a lot of time with her and Kurt to catch up on lost family time. While he didn't blame her for wanting to and it was definitely proving to have some positive affects on her, it didn't leave much alone time for them.

But that's what he hoped to change with this. After having nearly lost Rogue at the hands of Mr. Sinister, Remy had been given a lot to think about in regards to his feelings for Rogue. Ever since they had met, there had been this unspoken attraction between them…One that led to a game-like structure of interaction and flirtation. While they were fun, there was still so much more between them that that had once been so afraid to talk about.

"Ya really seem to be takin' these sessions to heart, cherè," he said as he approached her tired, sweaty form.

"Yeah, well…Ah kind of want to get this stuff down," she said, trying keep her cool, "Ya know me. When it comes to trainin', Ah don't give up so easily."

"Can't say I blame ya, Roguey," he shrugged, maintaining his confident poise, "Ya always have been a tough femme when it comes to de world of combat."

"Guess that's part of my mama rubbin' off on meh."

"Is dat necessarily a bad t'ing?"

"Well…It would have been a few months ago, that's for sure," she conceded.

Remy simply grinned at that, for it showed just how much things had changed since then. It was still quite surreal to her in many ways because not only was she actually building up family bonds again, she had also finally gained control over her powers. It had opened up so many new possibilities for her and it was partially through that spirit that Remy sought to make his move.

"So are ya gonna tell me why yer down here swamp rat? Or am Ah gonna have to use some of the skills Ah just learned to beat them out of ya?" she asked, quickly cutting to the chase.

"As much as Remy knows you'd enjoy beatin' de pulp outta him, I t'ink I'll pass. I came down to talk to ya about somethin' and…Well, dis is something I t'ink de both of us need to talk about."

Rogue found herself shifting somewhat uncomfortably at the serious tone in Remy's voice, for as obnoxious as he could be at times, he did have a serious side to him. And when he chose to show it, he usually had very good reason for doing so.

"Okay then…What do ya wanna talk about?" she asked, although she had a pretty good idea of what he was hinting at.

"I t'ink ya already know, cherè," he said, gently cupping her chin with his hand, causing her to look him in the eye, "I t'ink we both know. So when are we gonna talk about it?"

Rogue tried to respond, but she just couldn't get the right words out. She had never really been in a situation like this before. The only thing that could possibly compare was her old flame for Warren. But this was different…Very different. Whenever she was around this man, she felt so…Strange. It was wonderful and scary at the same time. But up until a while ago, they were never able to cross a certain line because of her inability to touch. But that was no longer in the way anymore. She knew it, Remy knew it, and from the looks of it, Remy was tired of wasting time.

"Rogue, I don't know if you've been payin' attention to how we've been actin' around each other since Remy came here, but I t'ink it's pretty clear dat there's somethin' between us."

"Yeah, Ah think everybody's noticed that," she conceded, feeling herself grow weak in the knees under this man's gaze.

"But we haven't…" said Remy, keeping this serious, "I know it's because we always used de same ol' excuses dat nothin' could ever happen since ya couldn't touch. But t'ings have changed, cherè. You CAN touch. You CAN control your powers. You can finally be close to someone without being afraid o' hurtin' dem."

A heavy lump was forming in Rogue's throat as she took in his words. A wave of anxiety soon washed over her as she felt so uncertain about where this was leading. But Remy remained steadfast in finally getting this out in the open once and for all.

"Remy…What are ya askin' me?" she managed to get out, trying to stay strong even in the face of such nervousness.

Remy simply cast her a reassuring smile…The kind he knew she loved. It had a calming effect on her…One that nearly made her smile as well. And with the poise and confidence that so often defined Remy Lebeau, he cut right to the chase.

"Go on a date wit' Remy…" he said to her, clearly and bluntly, "Tonight, dinner and a movie…Just de two of us."

"A…A date?" she found herself repeating, "Ya mean a real date?"

"Yes, cherè…A real date," he said with a smile, "Why do we keep kiddin' ourselves? Why do we keep playin' around? I know dat there's somethin' between us. Remy feels it and from what I can see, you feel it too, Rogue. Just ask yourself cherè…Is dat somethin' we really wanna ignore?"

By putting it in those terms, it did make Rogue think a bit more seriously about this. Having once thought to be doomed to a world of isolation, she never imagined herself having an opportunity like this. But now that she had the chance, could this really work? If it had been any other man, she probably would have been able to debate that. But as she looked back at those alluring red on black eyes of Remy Lebeau, something within her stopped her from holding back.

"No…No, I ain't gonna ignore this," she said in a strong tone, "But Remy Ah…Ya know Ah really care for ya, but…"

She was still clearly conflicted, but Remy had expected this from her. After all, it was happening quite fast. But thankfully, he had prepared a little something to help make it easier.

"Hey, Remy cares for you too, cherè. And dat's why he don't wanna rush dis," he told her in a tender tone, "An' if you ain't ready, den dat's okay. But it's just dat…I almost lost ya Rogue. And Remy don't want to waste any more time."

Such words got Rogue to smile. Such an expression caused Remy's heart to skip a beat, but that only served to make him all the more certain that this was right. This was meant to be.

"Ah…Ah still don't know," she said, still weary about the whole thing, "Ah mean…Can we really do somethin' like this Remy? Can we really make it work after everythin' we've been through?"

Remy simply smiled in response as he pulled out a deck of cards and gave them a quick shuffle. Knowing words might not be enough to prove his point, he hoped to convey the message he wanted through another means…One that may speak volumes more than he ever could.

"Tell ya what, cherè…If you're still uncertain, den we'll let fate decide," he said as he held out his deck in his hand, "Here…Pick a card. If de one you pick is higher den de one Remy picks, den we'll go out on a date. But if de one Remy picks is higher den de one you pick…I promise ya, I'll leave ya alone and we can pretend dat dis conversation never happened. Deal?"

Unable to keep herself from smiling at Remy's choice of actions, Rogue responded with a nod. It was a rather unorthodox manner of handling their problems. But then again, they were an unorthodox pair, so why not?

"Deal," she said as she reached forth to take the top card.

The two southern born mutants held their breath as Rogue picked up the top card. But the moment she saw it and revealed it to Remy, their hearts skipped a beat. For it definitely felt like a good sign.

"Ace o' hearts…" said Remy with a big smile, "Damn, can't beat dat."

"Guess that means we're goin' out, swamp rat," she said with a sexy grin.

"Yeah…Guess so."

Maybe this was a sign…One written in a game of chance that this was right. This was something that could have some real significance in their lives. Who knows? Maybe this was just the way it was meant to be. It wasn't clear where this would lead them, but they would certainly find out together.

"Well in dat case, I suppose Remy should get ready," he said, putting his deck away, flashing Rogue one last winning grin.

"Yeah…Good idea. Ah'll be there, swamp rat."

"An' so will I," he said with a warm smile, glad to finally get this off his chest.

Remy was about to make his leave, feeling like he just won the lottery of a lifetime. He and Rogue were going out on a date…A real date. Who knows, maybe this could lead to something truly profound. The possibilities were endless. Everything seemed opened to a profound new development. It was just a matter of moving forward from here.

"Oh…And Remy?" said Rogue, stopping him just before he was out the door.

"Yes cherè?"

What happened next nearly caused Remy to lose his balance. In one quick show of affection, the southern beauty placed a soft kiss on his lips, giving him a warm smile that made his heart soar.

"For the record…Ah would have gone out with ya even if Ah lost."

Remy couldn't help but smile at those words. There was so much hope now…So many possibilities. And with the most beautiful southern belle by his side, Remy was all the more certain that this would all work out for the best. For too long now, they were unable to express that which they had held in for so long. But now, they finally had a chance to change that. And with this first crucial step in the development of their relationship, they both seemed eager to see where this would lead them.

* * *

Upstairs in the dormitories, Kitty, Tabitha, and Jean were hanging out in Kitty and Rogue's room. For the past hour, they had been trying to teach Jean the joys of doing nails. But for the most part, she wasn't getting into it. The soldier within her just didn't see the logic in such practices no matter how much the two younger girls raved about it. And while she did try it to some extant, for the most part she just used this time for casual chit chat.

"Honestly you two, I don't see what the big deal is about nails," said Jean, having given up on trying to understand this strange female ritual, "Back in the trenches, long nails didn't necessarily work to your advantage."

"Hey, I'll take your word for it on that," shrugged Tabitha, "But you're not in the trenches anymore, so why not let lose, run wild, and let those nails of yours show their true beauty!"

"As nice as that sounds, Tabitha…I think I'll pass," she muttered with an exasperated sigh, "Besides, my friends and I have been kind of adamant about keeping our nails short after torture endurance training where they ripped them out with pliers."

"Yeesh, Jean!" said Kitty with a shutter, "Was there anything at that place that WASN'T painful?"

"I'd…Have to give that some thought," said Jean with a slight chuckle, "But believe it or not, one of our many tenants back at the base was pain is joy."

"Yikes…Very S&M if you ask me," muttered Tabitha.

"What's S&M?"

"Uh…Nothing, forget I said it," said the blonde mutant quickly, not wanting to be the one to explain THAT sort of thing.

Jean just rolled her eyes as she wiped her nails clean off some of the coloring that the two other girls had given her. She may not have been all that clear on social or civilian ritual, but there were just some that she could never see herself doing…This being one of them.

"So Jean…" said Kitty, breaking the silence that had briefly fallen over them, "I heard that you and Scott moved in together."

"Yeah, we did. It took a little coaxing, but the Professor eventually came around."

"I'll bet!" grinned Tabitha, "I'm sure the thought of two students sharing a room had it's difficulties…Especially since we all know what happens when a man and a woman share a room."

"What? You mean sex?" said Jean, not sounding as though it was a big deal, "Why would that be such an issue? It was more to do with the logistics and the notion that we were too young."

"Yeah, I'm sure," said Tabitha skeptically.

"Hey, it's true," said Jean seriously, "And besides, Scott and I have been having sex for almost a year now. It's nothing new."

Both Kitty and Tabitha's eyes widened somewhat at that. While they knew Scott and Jean were quite close, they had no idea they had been that serious. After all, it was only recently that Vincent and Wanda came clean and so they logically assumed that Scott and Jean were in the same boat.

"A year? Wow…Like, how did you manage something like that in a place like Shadow Cell?" asked an astonished Kitty.

"As carefully as possible," answered Jean, managing somewhat of a smile, "Granted, we didn't get a whole lot of opportunities given our rigorous schedule, but we managed to make the best of the time we did find for one another. And that meant running the risk of having our asses blown away by GURSO. But that didn't stop us from sneaking into each others' room to share some alone time and make love."

"Ooh…How romantic!" exclaimed Tabitha, "Not to mention dangerous! Must have added some kind of 'thrill' to it if you know what I mean."

"It wasn't so much about thrills, Tabby," explained the young soldier, remaining very serious on this matter, "Scott and I really do love each other. Ever since we were recruited, we've had this very strong bond."

"Bond? What kind of bond?" asked Kitty curiously.

"The kind that really goes beyond description," she said distantly, "It's like…Even when we're far away from each other, I can still feel him within my mind. It's a warm, comforting presence…One that's really gotten us through some rough times. We share one another's pain, sorrow, and joy. And it's really brought us together. I honestly can't imagine my life without him."

Kitty and Tabby took a moment to digest that. It definitely didn't sound like puppy love, that's for sure. Jean Grey, the mutant soldier also known as Phoenix, was not one to exaggerate. They had come to know as such about her and her comrades ever since they arrived. But to learn about a bond such as this was definitely a bit strange to say the least.

"Wow…Sounds like you two really love each other," said Kitty, her voice growing a bit distant as well.

"We do. But it's more than just love, Kitty. Scott and I have fought, trained, and grown together. We've learned to trust one another with our lives and our souls. Going through the kind of things we went through…It only helped to bring us closer together. And from that, we've shared our minds, our hearts, and our bodies. And just because Shadow Cell is gone, it doesn't mean that our bond is any less strong."

"And why should it?" shrugged Tabitha, "It's SO hard to find love now a days no matter where you are. It's even harder to find a guy worth getting intimate with."

"You've got a dirty mind, you know that Tabby?" said Kitty, her voice remaining a bit sullen.

"And what part of that is supposed to shock you?" she grinned mischievously, "And why so down? Don't tell me you're still all up in arms about the 'L' word. Haven't you kept Lance in your system long enough?"

"What! No! Lance is, like, totally yesterday's news!" said a mortified Kitty, but that only seemed to egg Tabitha on.

"Oh really? Then answer me this Kitten…If he's so out of sight and out of mind, then why are you still so antsy every time somebody mentions something even remotely related to love and relationships? I thought you were into that kind of stuff."

"I never said I wasn't!" argued Kitty, trying not to give herself away, "It's just…Love isn't really all that fun to talk about when you don't have anybody special in your life."

"Kitty…You do realize that you're in the presence of one of the most powerful psychics on the face of the planet, do you?" said Jean, casting the younger girl a skeptical look, "And need I remind you that I am a soldier trained to sniff out every little detail no matter how minute or insignificant? You also just happen to be projecting quite loudly with your thoughts, so do you really want to argue that point or save yourself the trouble?"

Kitty's face blushed bright red as she tried to look away from her two friends.

"Wow…Slam dunk, Red!" said an overly upbeat Tabitha as she gave her friend a playful swat.

"Uh…Thanks," said Jean, not expecting such a reaction, but keeping her attention focused on Kitty, "So are you going to tell us Kitty? Or are you just going to sit there and sulk?"

The young valley girl let out a deep sigh, glad to see that at least one of them was taking this seriously and not teasing her about it. Tabitha was a good friend to hang out with, but personal issues was a definite no-no around her since she had a problem with keeping her big mouth shut. And after hearing about what Jean had experienced in the realm of love, maybe she would be able to help her through this.

"Come on, Kit. Is it that friend of yours? Kurt?" asked Jean, casting her a worried glance.

"Yeah, I had a feeling you'd notice that," she replied a bit sheepishly.

"Oh please, Kitty! Even I noticed it!" laughed Tabitha, "It's not like you and Blue do a good job of hiding it. The only ones who do a worse job than you are probably Rogue and Remy."

That comment got her to lighten up a bit. As annoying as Tabitha could be at times with her over-the-top attitude, she still had a nice way of easing the tension by making people laugh.

"Well at least we're not the reigning champs," she muttered.

"Not by a long shot, Kitty…Believe me," said Jean, remembering back to some of the things she and her comrades had seen during their reconnaissance mission, "But competition aside, are you ever going to talk about it?"

"Well I…" she stammered, trying to get the right words out, "I want to…Believe me, I want to. But I guess I've been really flaky about relationships and love ever since I broke up with Lance."

"Yeah, there's an understatement if I ever heard one," muttered Tabitha, "You were sulking around like the world was going to end for what? Two weeks?"

"Three…" she admitted in a morose tone, "And it's just that…I really do like Kurt. I like him a lot. He was really there for me after my breakup and he's such a great guy to be around that…"

She couldn't even finish her train of thought, for this was the point where she always got cut off. No matter how much she tried, she could never truly get how she felt about Kurt out in the open. Normally, she wouldn't have been this reluctant around boys, but Kurt was more than just some other boy to her, he was her friend. And it's part of that title that made her so weary about pursuing anything outside that comfort zone.

"But you want more, don't you?" said Jean, finishing up her thoughts fairly simply since she had been down that road before as well.

"Yeah…I guess I do," replied Kitty, her voice becoming solemn once again, "But Kurt and I are friends. We have been since I got here."

"And let me guess…You don't want to ruin that," concluded Jean logically, "Is that accurate?"

"A bulls-eye," she muttered.

Jean found herself gently consoling her young friend. While she wasn't much of a drama queen by any stretch of the imagination, she did know a thing or two about love. And after having seen how Kitty interacted with Kurt, she knew first hand just how close they were and in her mind, that was all they needed.

"Well then I think you know what you have to do, Kitty," said Jean, placing a comforting hand on the young girl's shoulder.

"What's that, Jean?" she said, turning towards the older, wiser redhead.

"Talk to him and tell him," she said bluntly, "Don't waste time. Don't hesitate. Just tell him…Plain and simple."

"Ugh…" she groaned, "I was afraid you were going to say that."

"Oh come on, Kitty! What's so hard about going up to a guy you like and letting him know that you're interested?" asked Tabitha.

"Hey, I don't see you doing that with Sam!" she shot in response.

Tabitha was quickly silenced by that one, and rightfully so, for she found herself in a similar position. Only for her, she had a much easier time concealing it because of her outward nature. It was a sullen reminder for the both of them…One that Jean seemed to pick up on as she took the initiative.

"Enough of this you two!" she said in a strong tone, "You can argue, piss, and moan all you want, but it's NOT going to change your situation here. Look, if you want to stay silent then by all means, you're free to do so. But let me warn you…Do so at your own risk. Take it from me, things can change very quickly and before you know it, you'll lose your chance. I didn't want that to happen with Scott, so we didn't waste time. And it's the best thing that's ever happened to me in my clusterfuck of a life. So take it from someone who's been there before…DON'T WASTE TIME!"

Kitty found herself lifted somewhat by that. Maybe it was because it was coming in the form of advice from one of the deadliest soldiers ever to walk the planet or maybe it was because she was a psychic. But it made sense to her. Things can change…That much they had learned with the sentinel incident and the Shadow Cell fiasco. And if Jean could do it, why couldn't she? And besides, she had been keeping this in long enough. And since Kurt was so happy now thanks to the blossoming relationship he had with his mother, what better time to do this than now?

"You're right Jean," sighed Kitty as she found herself putting her nail kit away, "I can't keep doing this. It's, like, seriously stressing me out to no end and I just can't take it anymore."

"Then that's all you need. That's all the both of you need," reasoned Jean.

"Yeah thanks," she said as she suddenly got up to make her leave, "Now if you'll excuse me, there's something I need to take care of."

And with that, Kitty Pryde left in search of her friend. All the turmoil that they had faced since the sentinel incident had shown to all of them just how fickle life could be. They were only given so many chances and there was no telling when those chances would run out. And with that thought in mind, Kitty was determined to lay this matter to rest once and for all.

"So Jean…" said Tabitha, now that she and the redhead were alone, "Tell me a little about this enhanced body sex you have with Scooter?"

"Tabitha…" said Jean as she got up to make her leave as well, "You'd have to torture me more than the Taliban, the CIA, the KGB, and Saddam Hussein's Fediyine put together for me to even consider talking to you about that."

* * *

Kitty eventually found Kurt just as he returned from his little lunch outing with Mystique and Rogue. For some reason, he had more of a smile on his face than usual and Kitty had noticed that Rogue was blushing profusely…Probably over something concerning Remy. Even after they got back, Mystique was talking to Rogue about this and that, and from what she could sense, it was really quite embarrassing. It was something about 'the pill' or something, but that's all she really wanted to hear from that. Kurt was her focus.

Once he was in the foyer, Kitty waited until they had a chance for some privacy. Luckily, he retreated to the den where nobody was in for the moment. And it was here she sought to make her move…If she could get her legs to stop shaking, that is.

"Uh…Hey Kurt," she found herself saying, thinking it was probably the lamest opener ever.

"Oh, hey Kitty," said Kurt with a smile, his good mood showing.

"Don't you look happy," she commented, hoping to break the ice a bit, "Lunch with you family good?"

"Oh yes…Very good," he said, trying hard to keep himself from laughing, "Aside from zhe great food, apparently my mother spent zhe better part of the outing talking to Rogue about Remy."

"Oh…I can't imagine THAT being very pleasant," said Kitty, actually smiling somewhat at that notion.

"Vell, for her at least. Apparently, Remy just asked her out on a date…"

"No way! Are you serious!" exclaimed Kitty, all of the sudden growing excited.

"I kid you not, Kitten…" he affirmed, "And surprisingly, Mystique didn't give her a hard time about it…Unless you count an hour long talk about relationships, sex, and vhat not."

"Oh boy…I can only imagine what the look on Rogue's face must have been like," said Kitty, thinking that she was probably going to her plenty about this from her later tonight.

"Oh you should have seen it! It vas SO priceless!" exclaimed Kurt, once again laughing at the image he knew was probably going to remember forever, "I swear, I vould have died laughing from her reaction to condoms alone!"

"Can't say I blame her," grinned Kitty, "But hopefully, Rogue and Remy won't rush things THAT much."

"Oh I don't know about that Kitty…" said Kurt in a sneaky tone, "Vhen you think about it, those two have been involved a lot longer zhen this. Zhey've always had something…It's just official now. And I get zhe feeling zhat those two may try to make up for all the lost time zhey've been vasting over the years."

"Yeah…I can see that," said Kitty, her tone taking an abrupt shift.

The mention of not wasting time was sort of a reminder as to why she was here and once again, her anxiety consumed her. Kurt, given that he knew Kitty better than probably anybody else at the mansion, was quick to pick up on it and his jovial demeanor suddenly shift to one of concern.

"Kitty? Fraulein, are you okay?" he asked her, taking a step closer to her, getting a good clear view of the conflicted look on her face.

"Yeah, I'm fine, Kurt. Really, I just…"

Again, she found herself trailing off and again she kicked herself for not being able to do this. Why was it so hard anyhow? Why was she so damn nervous? Was it really so hard to just let this boy know how she felt?

"But vhat Kitty?" he asked her, growing increasingly concerned.

"I was…I wanted to talk to you about something," said Kitty, managing to make her words sound a bit more serious.

"Talk? Sure, you know zhe fuzzy dude's always here for you. Vhat do you vant to talk about?"

This was where it got tricky in Kitty's eyes. Because once she crossed this line, there was no going back. She hoped that she wasn't going to regret this later…But right now, she tried to set such thoughts aside for the sake of getting through this.

"I…I wanted to talk about us," she said, looking back into his yellow shaded eyes.

"Oh…Um, vhat about us?" ask Kurt, now sharing her anxiety all of the sudden.

Kitty felt her legs turn to jello. It was a challenge to actually hold herself up at this point. She hoped that she didn't collapse on him…That would only serve to make things worse. It was hard getting this out, but with Jean's words about not wasting time still fresh in her mind…She continued to persevere.

"Kurt, I think you already know what I'm referring to," said Kitty, trying to keep her heart rate down, "If it isn't obvious to you now, then I think you should seriously get your eyes checked."

Kurt managed to laugh somewhat at that, even if it did make him feel a bit funny inside. It was blunt and straightforward…Probably as a result of some advice she got somewhere. He had been trying to pull together the confidence to do this as well…But his family issues kept getting in the way. At least, that's what he kept telling himself.

"Kurt…I like you okay?" said Kitty, just wanting to get this out of her system, "I REALLY like you. As in…Like you more than a friend. You've been so sweet to me every since I arrived even after how I treated you at first. And I just…After the whole Lance thing, the Sentinels, and pretty much everything else that's happened this year, I was wondering if…I was thinking that…"

Kitty was trying so hard to say what she wanted to say, but it just wasn't coming out. It was as if the words were there, but she couldn't say them. An awkward silence fell over them and she kept trying to speak, but the words just wouldn't come out. Kurt didn't know how to react, so he just remained silent…Waiting for her to tell him what she wanted to tell him. But soon, it became too much for her and she couldn't take it any longer.

"I…Forget it," she said, abruptly turning away, not believing that she had been so stupid, "I'm sorry Kurt, I just…Forget I said anything."

"Vhat? Kitty, vait!"

Kitty was already trying to leave the room, looking as though she wanted to crawl into a hole and never come out. But Kurt wouldn't let her…Not when it involved something like this. He was quick to grab her shoulder and turn her back around so that she was facing him. She tried to look away…But she couldn't. They weren't done yet…Not by a long shot. And if she couldn't finish it, then Kurt would.

"Kitty…I don't vant to ignore zhis. I don't think ve can…" he told her, his voice now serious, "You say you like me more zhen a friend…Vell guess vhat? I like you too. I REALLY like you. You've been more zhen just a friend to me since I got here. And I can never zhank you enough for vhat you've done for me. And if…If I like you…And you like me…Zhen honestly, Kitty…Vhat more do ve need? Vhy aren't ve doing anything about it?"

Kitty's heart skipped a beat when she heard him say that. He really liked her…He liked her more than just a friend. And it was true…Did they really need so much to take it to another level? Did they not have enough already?

"Kurt…" she found herself saying, her hand gently reaching up and grasping his soft, fuzzy face, "I just…Can we really do something like this? Can we have a real, honest relationship after all this?"

Kurt didn't have a definitive answer…But he did have faith. And when he looked back into those beautiful blue eyes of Kitty Pryde, his heart swelled. He never thought he'd ever get a chance to have a relationship of any kind because of his appearance, yet here he was. They both already had so much to work off of…They already had so much to go on. Would it really be that much of a stretch to have it grow into something more?

"Not if you don't mind having a boyfriend whose blue and fuzzy…" he finally answered, a slow smile spreading across his face.

"Hey, trust me Kurt…I don't mind," she said, placing a soft kiss on his cheek, causing his face to blush a funny purple color, "After all, blue is my favorite color."

That actually got Kitty to smile in a way she hadn't in some time. They both couldn't help but laugh…For it really did seem so much less complicated than they made it out to be. And anxiety aside…It was nice to finally get this out in the open. And for Kitty Pryde, she was now more certain than ever that this was right.

"Zhen I guess zhis mean I'll be taking you out on our first date zhis veekend?" he said, his voice returning to the sly, playful Kurt that she knew and loved.

"Mmm…Sounds like fun," she replied, pulling him into an embrace, "I can't wait."

And with one final kiss on the cheek, Kurt and Kitty parted, both with huge grins on their faces. They had finally taken that first step…They had finally come clean. It was a feeling like no other…Like a heavy weight had finally been lifted. And while it was unclear where such a relationship would go from here…The future was definitely looking bright for the both of them.

"Cute Kurt…Real cute," came a familiar voice that nearly gave Kurt a heart attack.

"Mother!" he gasped as he turned to see her casually leaning against a walkway with a mischievous grin on her face, "How…How long have you been standing there?"

"Long enough…" she answered, "I guess this means that you and Kitty are together now, right?"

"Uh…" stammered Kurt, rubbing the back of his neck in an awkward gesture, "Yeah, I guess so."

"Then you know what that means…" she said with a grin as she stepped into the room and sat down on the couch before him, "You're going to get the same little talk I gave Rogue."

Kurt's mood immediately sank, now thinking that all the embarrassment he saw on Rogue's face earlier wasn't all that funny anymore. Mystique had a feeling that something like this would happen and as much as awkward as it was for her…The looks on their faces sure helped make up for it.

"Come on, Kurt…Let's get this over with," said Mystique patting the seat next to her.

"Mien Gott…Vhat I vouln't give for a mass sentinel attack right about now."

* * *

Down in the danger room, the sound of twisted metal and mini-explosions echoed through the vast, metallic walls. Such sounds were not at all unfamiliar to those who set foot in this lethal, high tech training ground, and for some, it was sweet music to their ears.

Logan and Laura were once again going at it on a high difficulty setting laced with a few 'extras' that they decided to throw in at the last moment. In addition to a few super sized mace traps and some new flamethrowers that they had coerced Beast into adding, Laura also showed off some of her computer skills by programming a few holograms of GURSO soldiers. After having lived under their scrutiny for so long, she had little love for the infamous unit and tearing them apart was nothing short of therapeutic for her. Logan could clearly see it as she tore into wave after wave of them, letting out the same animalistic grunts that were so familiar to him…Showing just how much like him she truly was at heart.

"Errrrahhhhhh!" growled former weapon X23 as she sliced through several GURSO guards at once.

"I got yer back, Laura!" grunted Logan as he followed suit, ripping into anything that dared to raise a gun at them.

"Thanks…But I think it's time to finish this. I'm getting hungry," she growled as she whipped out her guns and performed several well executed spin moves, firing off a wave of rounds in the process and taking care of the last few obstacles.

By the time the smoke had cleared, all the sentries were down, Logan had torn up the last of the obstacles, and the scenario was complete. It was another session…Another victory. And for Logan and his new 'daughter,' such a feeling was always welcome.

"Not bad…New record," said Logan, flashing Laura a wolfish grin as he took a moment to catch his breath.

"Yeah…We make a good team," she said, smiling back in response.

"That we do…" said Logan in agreement, "Nice job on the programming by the way."

"Meh…Spend eight years in a super secret government organization and you learn a thing or two about computers," shrugged Laura as she checked he guns, did a few quick tricks for show, and put them back in her holsters.

"And I noticed ya really seemed to enjoy rippin' apart GURSO goons."

"Yeah, I know…" she sighed in response, "Just to get some things out of my system I guess. Even though they're all gone now…The memories of how they treated me and my comrades still makes me feel so…"

Laura couldn't even find the right words to describe how it felt…Always having a gun to her head and living under the thumb of a platoon of heavily armed soldiers that hated her guts. That along with Hydra didn't make for many pleasant memories to say the least, but she had always had her comrades for that. Now that she had more than that, however, she was beginning to make new memories…Better ones. And Logan was at the center of many of them.

"Hey, I know how ya feel darlin'," said Logan, placing a comforting hand on her shoulder, "But that's why we have stuff like this…To get all the anger and frustration out of our system. Believe me, holdin' it in doesn't work…I've tried it. And as long as I'm here, I'm gonna make sure you don't have to make the same mistakes I did."

His words brought a smile to the young soldier's face. She had gone up against entire armies, mowed down wave upon wave of enemy soldiers, and endured the horrors of Hydra…Yet every time she felt this man's gentle touch, it made her feel so strange inside. But unlike the other feelings of confusion and rage that she was used to…This one was…Nice. It felt good.

Since her arrival, she had come to see Logan as family more and more with each passing day. She could tell that he was making a clear effort to be there for her. In addition, her comrades had also encouraged her to give him a chance…After all, neither of them had a family and they didn't want her to squander this chance. And so far, she was getting more out of it than she ever could have imagined.

"Thank you…Father," she said, forcing herself to use that word even though it was still very strange to her.

"Hey, we're family…That's what family does," he said, his heart skipping a beat when he called her that, "You are my daughter after all."

"Yeah…I know," she said, managing another smile, "And after all this time…I'm glad."

Logan may not have been too keen on emotions, but hearing that from this girl who shared his blood just made him feel so strange inside…So warm and content. While he wasn't much of a softie by any stretch of the imagination, he couldn't deny that this girl was having an effect on her…And a strong one at that.

As he pulled her into a fatherly embrace, they both began to make their leave, having torn up the danger room enough for one day.

"Come on kid…Let's go raid the fridge," he said with a grin.

"Are you ever going to stop calling me that?" she said, half scolding and half amused.

"Not as long as it's still fun…" grinned Logan, causing Laura to roll her eyes somewhat.

They were about to head off into the main corridor that led over towards the elevator, but just before they left through the heavy steel door…Logan caught a glimpse of a familiar figure up in the observation deck. And upon seeing who it was, he couldn't help but smile.

Ororo Munroe, the former weather goddess, had seen the whole thing. And knowing her, she'd probably comment on it later on. Logan could already hear her saying things like, 'you're becoming quite the softie.' And as much as he disliked such labels…It wasn't like he could really argue as such. Laura was just having that kind of an effect on him. And after all the help she had given him over the years, she was probably the only one he was comfortable opening up to. Well, that and she just happened to be drop dead gorgeous…But she was way out of his league. There's no way anything more could develop between them…Was there?

"You know, if you keep looking at her like that, you're eyes are going to fall out," commented Laura with a humored grin as she saw how Logan quickly became fixated on Ororo.

"What? Me?" said Logan, suddenly coming out of his daze, "Meh, they'd grow back anyhow. Besides, it's just Ororo…She's a friend."

"Yeah, sure…" said Laura, flashing him a skeptical grin.

Thing once again fell silent as Logan tried to regain his composure. Laura still didn't look too convinced, but he didn't want to comment on it. There were a lot of things he was willing to open up on with Laura, but Ororo was just something else altogether. And she had come to realize this the more she saw them interact. And after having been around Scott and Jean or Vince and Wanda for so many years, she was fairly certain she knew why that was.

"You really like her, don't you?" she said, abruptly breaking the silence.

"Who? Ororo?" said Logan, once again caught off guard, "What are ya talkin' about?"

"Come on, dad…Need I remind you that I have your heighten senses?" she reminded with a wolfish grin, "I see the way you look at her. I sense how your heart rate jumps a little, your eyes dilate, and your mood shifts."

"That's just…" he began, trying to think of a way to debate this, "Laura, she's a friend. She's always been a friend. That's all there is too it."

"That's bullshit and you know it…" she laughed in response, "Trust me, I've seen it flourish with Scott and Jean, I've seen it grow with Vincent and Wanda, and I'm beginning to get a taste of the kind of drama that goes on around here at the mansion. Now granted, I'm not too keen on emotions, but I know the signs…And I can tell, you two are strongly attracted to one another."

Logan found himself in a very awkward position now. It was one thing to get into this debate with one of the students or a colleague like Hank or the Professor…But to have one with his daughter was something else altogether. There was only so much that the others could speculate…But Laura and her comrades weren't the speculating type. No, they were soldiers…They knew all about perception and observation. And that was a lot harder to discredit…If not impossible.

"Look, Laura it's…" he began, but Laura was quick to cut him off.

"Complicated, yes I know," she sighed, having had this conversation before, "Jean and Wanda told me the same thing when I tried to talk to them about it. Scott and Vincent weren't much different. I get that it's a complicated phenomenon…This whole love and relationship bit. But I honestly don't see why it's so hard. I mean, if one person is so attracted to the other and the other feels the same…Why don't they just come clean? Is that not the logical thing to do?"

It was a rather blunt assessment. It showed just how little Laura understood about the nature of human interaction. Having grown up in a military setting her whole life, she hadn't had a whole lot of experience with it outside the context of war. There was definitely more to it than that…Logan knew it all too well. But in some ways, such words seemed to put things into perspective for him. If he was attracted to Ororo and she was attracted to him…What more did they need? Was that not enough?

He could have pondered questions like that all day long, but for now, he chose to set such issues aside. For right now, he just wanted some quality time with his daughter.

"Laura…" he began, hoping that he could put this into the right words, "Human interaction ain't easy. And unfortunately, it ain't all that logical either. Sometimes when ya feel something inside you, it's really hard to make sense of it. It's so hard that ya can't even get the right words out…Understand?"

"A little…Yeah," replied Laura.

"Well when it comes to things like relationships, it's even harder. Even for folks who don't go through the same hardships we do, it's not easy trying to make sense of what you feel for someone. Even if she means a lot to you…Even if she…She makes ya feel things that ya never felt before. It ain't easy getting that out in the open. It takes time and effort. It's one of those things we experience, but can't explain. Ya get what I'm talkin' about here?"

She could clearly sense the conflict in his tone. Whatever it was that Ororo made him feel, it truly did have quite an impact on him. It was not at all unlike the impact it had on her comrades. And as much as she sought to understand such things, she was beginning to accept that there were just some things she couldn't ascertain.

But still…The thought of Logan and Ororo did have some appeal to it in her mind. Maybe it was because Ororo had been a strong guiding force for her and her comrades ever since their arrival. She was almost like a mother to them and pretty much everybody else at the mansion for that matter. And as much as she didn't want to admit it…She wanted a family…She was sick of being so alone in this world. Sure, Logan was becoming more and more like a father to her and her comrades were always going to be family in many ways…But it just didn't feel…Complete.

"Yeah…I understand," said Laura, letting out a disheartened sigh, "I'm sorry I brought it up."

"Hey, don't be sorry Laura," he assured her with a gesture of parental comfort, "I'm still gettin' used to bein' a dad as you are being a civilian. There's a lot of stuff I know ya don't understand…And hell, I don't understand it either. But regardless, we're gonna get through it together…I promise you."

That got Laura to smile once more, feeling lucky in a sense that she could call this man 'father.' It was something she was probably never going to get used to, but in the end she didn't have to. Logan was her family…That much she had come to accept. It was just a matter of learning and growing together and getting through these omnipresent complications together.

"Good enough for me, Wolverine," she said as they both arrived at the elevator, "But honestly…I really do hope that you work things out with Ororo at some point. I…I really like her. She's been really nice to me and my friends since we arrived."

"Yeah, I know. That's Ororo for ya," he smiled, knowing that only she could have that kind of an effect on people, "And to honest with ya, I hope things work out as well. Just…Give it time, darlin'. Also…Don't drop too many hints to others. They'll give me hell for it."

"Oh believe me father…My lips are sealed."

And with that final affirmation, Logan and Laura entered the elevator and made their way up to the ground level. The Ororo issue was sure to remain an issue for a while now…But now that it was out in the open in some ways, Logan began to feel as though there was actually potential with them…Potential that he probably wouldn't have realized if he hadn't talked to Laura about this. Was it really possible? Could he and a former goddess really share something? It may not have been clear to him now, but hopefully time would tell and they'd get their answers soon enough.

* * *

AN: Ah relationships…Quite a beast, aren't they? I hope all the Romy, Kurtty, and Loro fans enjoyed this one! It seems as though luck for the X-men and Shadow Cell is really changing for the better! Now that couples are coming together and things are beginning to stabilize, the end is actually in sight for this story! Over 60 chapters and at long last, it's getting close to the big finish! I hope you all enjoy it! And as always, I encourage each and every one of you to REVIEW! Send them to me via email or post them on the fanfiction website! Thank you all very much for reading and I wish each and every one of you the best!

THE END IS NEAR! REVIEW BEFORE IT'S TOO LATE!


	61. Blossoming Relationships

**Sinister Soldiers  
Chapter 61: Blossoming Relationships**

****

* * *

Later that night, Rogue and Remy made their leave together arm in arm. Word quickly spread about their date all throughout the mansion and the buzz words on everybody's lips seemed to be, "Well it's about damn time." However, Mystique made quite a fuss over Rogue, having plenty of long talks with her concerning how she was going to go about this relationship. It was only natural in many ways that she would be more proactive since now that her daughter could touch, that meant that there was a possibility for…Intimacy. And given that Rogue and Remy had been flirting for months, Mystique wanted her to be prepared.

It was a bit strange for Rogue, having her once estranged mother so actively involved in her life now. But she seemed to be doing her best to give this a chance. Although that didn't stop her from sending Remy plenty of warnings. She made it clear that if he hurt her daughter, she would hurt him MUCH worse in return. It was a pretty daunting undertaking, dating the daughter of Mystique. But for Rogue, it was worth it in the end and they went on to spend the night celebrating this new beginning with one another, hoping to make it as memorable as possible for the both of them.

In addition to Rogue, there was another couple that was creating quite a bit of buzz throughout the institute. Kurt and Kitty, while not as obvious as Rogue and Remy, had also finally come around. Their flirting had finally come to ahead and overall, everybody was quite happy for them. This didn't escape the attention of Mystique as she once again showed a more proactive role in her kids' lives by having a little chat with Kurt, much of which made him blush in embarrassment in the end. But she seemed a lot less concerned about him and Kitty in comparison to Rogue and Remy. Kitty was clearly a very sweet girl who really did like Kurt. And if she could accept him, blue fuzz and all, then that was enough for Mystique.

After all the awkward formalities, Mystique finally backed off, choosing to spend the rest of her night hanging with Shadow Cell, who always had a knack for distracting her from her worries. And for Kurt and Kitty, this was most welcomed since it gave them a chance for a little alone time. While they weren't going out on some big fancy date like Rogue and Remy, that didn't mean they couldn't celebrate their new relationship on their own terms. And their terms ended up including a rented movie, a bail of popcorn, and a tub of chocolate chip ice cream that they both shared.

"Mmm…Ice cream and a movie. Now zhis is my kind of date!" grinned Kurt as he and Kitty took another scoop of their frozen treat and shoved it into his mouth.

"Yep! And we didn't even have to leave the mansion," said Kitty, following suit as she sat back on the couch with her new fuzzy boyfriend, nuzzling up against him and enjoying this tender little moment together.

"And zhey say I'm not a romantic," said Kurt in the joking tone that always seemed to make Kitty laugh.

"Oh come now, Mr. Wagner," said Kitty, running her hand down his soft, fuzzy face, "I'd say you have quite the flare."

"You really thinks so, liebe?"

"Of course…What better way to warm a girl's heart than to treat her to a nice 'Die Hard' movie and a tub of ice cream?"

The young couple exchanged a warm smile as they cuddled up closer to one another with the ice cream still in between. They began playfully feeding it to one another, laughing and joking together as they so often did, only this time it seemed to have so much more meaning. It was a simple little romantic moment for a simple couple. And it was all the more proof that this was right. This was the way it was supposed to be. They only wished that they had done this sooner. But given how long it took couples like Betsy and Warren or Rogue and Remy, they considered themselves lucky.

While they continued to laugh and snuggled on into the night, watching as Bruce Willis capped off terrorists in his classic 'tough guy' style, their little escapades did not go unnoticed by a few casual onlookers.

"Well, would you look at that?" grinned Betsy as she and Warren stood in the doorway leading into the living room where Kurt and Kitty were having their little date, "And me without a camera."

"Yeah…Cute," said Warren in agreement, letting out an amused laugh, "Maybe now that they're together, they won't spend as much time teasing us."

"Ha! And they say I'm a cynic," said Betsy, rolling her eyes at her boyfriend's comments.

"Hey, I'm happy for them Betsy…Really, I am," said Warren as he and his purple haired girlfriend left Kurt and Kitty to their privacy, "The same goes for Rogue and Remy. I'm glad to see that their all finding a little happiness together."

"Yeah, so am I, luv," she said, taking her boyfriend's hand and leading him into the foyer, "And besides, it should make things a bit easier for us now that we're not the only couple in the mansion."

"Yeah…Now if only Bobby and Jubilee would finally get their act together, then our lives would be even easier," grinned Warren.

"One step at a time, angel boy…One step at a time," said Betsy as she drew her lover into an embrace, capturing his lips with hers.

This new sense of optimism seemed to permeate with them as it was with many of the others. After all the tension and stress they had faced with Shadow Cell's arrival, it was nice to finally have some down time where they weren't worrying about anything and everything. Sure, there was still some awkwardness, but it was nowhere near as bad as it once was. And now that things were finally beginning to settle, that meant that they could finally have some more 'private time' without the rigors of such stress hanging over their minds.

"Mmm…" moaned Betsy as their lips parted, "You know, luv…Without all the teasing, we may finally have a chance for a little 'alone time.'"

"Elizabeth Braddock…Are you reading my mind again?" grinned Warren in his husky, confident tone.

"Can't help it if you're projecting, luv," she said in a deep, sultry voice as she began to lead him up stairs, "Now come on my winged stud hunk…Let's go have a little fun."

"Lead the way my love."

* * *

While the couples were having their fun, many of the others were off amusing themselves in their own personal ways. For many of the New Mutants, that meant having a little video game tournament in the den where they would hopefully be away from all the mushiness. It was annoying enough that they had to see Betsy and Warren act all kissy faced around each other, but now that Rogue and Remy along with Kurt and Kitty had joined the mix, things at the mansion were poised to become sickeningly romantic.

For Tabitha, Amara, Bobby, Jubilee, Sam, Ray, Roberto, Jamie, and Rahne…It seemed as though it was going to be quite a challenge being around all these couples. Some of them were just asking to be teased and that was sure to cause a little friction here and there. But then again, that's what kind of made things interesting.

"Come on, guys! When is it going to be our turn?" groaned Jamie as he and the others watched Sam and Tabitha go into what felt like the fifteen minute mark of their match in Halo 2.

"We'll be done when we're done, Jamie! Quit you're whining, Ah'm trying to concentrate!" said Sam, growing increasingly tense as he tried to outmaneuver Tabitha, who was the reigning champ so far.

"No concentration shall save ye from my wrath, farm boy!" said Tabitha, knowing she needed only one more kill to be victorious.

"You're going down, Tabby!" grinned Sam as he began stepping up his assault, working hard to gain the upper hand now that it was down to the final kill.

"Oh we'll see, Sammy…We'll see," grinned Tabitha confidently.

Everybody watched anxiously as the two video game titans continued to slug it out on screen. Some were a little annoyed that it had gone on this long, but others were eager to see who would come out on top. Tabitha had been in the zone tonight and had pretty much beaten everybody at least once, but Sam wasn't going down without a fight…Not by a long shot.

"Twenty bucks says Tabby offs him," said Ray, thinking that Sam was starting to get a little sloppy.

"No deal…" said Bobby, "She's losing her touch. I can sense it."

"Oh, so you're psychic now?" muttered Jubilee in an amused tone, "I thought you loved to gamble!"

"Not when it's a bet that's horribly unbalanced," said Bobby, leaning back on the couch and waiting for the outcome.

"Unbalanced?" exclaimed Tabitha, shocked that anybody would question her video game prowess, "Oh now it's on Iceman! I'm going to prove you wrong!"

"Yeah, sure ye will…" said Rahne, thinking this was just getting too competitive.

"I will!" she affirmed, trying her hardest to target Sam, but he was just not giving her any good opportunities.

"Oh really? Then what do you say we make it interesting?" said Sam, a slow grin spreading across his face, "How about this…If Ah beat you, you and I go out on a date. If you beat me, I do your chores for a week."

That definitely caught Tabby's attention, turning briefly towards the Kentucky farm boy to see if he was serious. She wasn't sure whether or not he was joking, but the grin on his face told her that this was real. It shook her somewhat, for she had kind of harbored a bit of a flame for the blonde haired boy for a while. He was a genuinely sweet guy who also happened to be very cute and she had been trying to work up the nerve to ask him out for weeks. But now, here was her chance…That is, if he beat her.

"Sam Guthrie…You got yourself a deal!" said Tabitha, returning his grin as she focused back on the game.

"Oh boy…Here we go," said Ray, rolling his eyes at their competitive spirit.

The game once again started to heat up with Sam now playing with an added bit of intensity while Tabitha seemed to falter a bit. It was a tense moment…At least for them it was. The others didn't really seem to care all that much about the subtle undertone going on between them, but neither Sam nor Tabby seemed to care all that much about it. They just wanted to get through this match, hoping that the outcome would be in their favor.

Finally, Sam got his chance and instinctively, he took it. Tabby had lapsed in her strategy for reasons that seemed horribly uncharacteristic of the usually competitive girl. But it didn't seem to panic her…In fact, she kept smiling even as she knew that her time was up and Sam delivered the final blow.

"Yes! Ah win!" exclaimed the Kentucky farm boy as he stood up in triumph, "You're winnin' streak is over, Tabitha!"

"Guess that means I owe you a date," she grinned as she set the controller down.

"Guess so…But you don't seem too disappointed," he said as he watched her get up.

"And why would I be, Sammy?" she said, suddenly snaking her arms around the blonde boy's neck, "Personally…I can't say I would mind going out with a nice, cute guy for a change."

"Uh, well um…" stammered Sam, his face now blushing bright red.

"Smooth Sam…Real smooth," grinned Roberto, trying hard not to laugh.

"Some guys have all the luck," sighed Ray, thinking Sam was a lucky bastard now that he had a date with a sexy, rowdy blonde.

"Oh cheer up, Ray!" said Amara, happy that her friend had finally gotten a date with the guy she had been pining over with her for weeks, "With all the couples that have been coming together around the institute, luck is on our side."

"Yeah, and now we've got another one to deal with," said Jamie, thinking all lovey dovey stuff was just too much for a kid his age.

"Hey! Less talking, more playing!" said Jubilee as she scrambled towards the gaming system, "This time, I challenge you Bobby Drake! And I think I'll go the same route as Sam! If I beat you, you owe me a date!"

"Oh it's on now, Jubilee…It's on!" said Bobby, quickly growing overly excited, partially from the game and from the notion that he may finally have a chance to go out with Jubilee.

"Oh boy…Here we go again," said Rahne, thinking she was never going to get her turn at this rate.

Bobby and Jubilee then went on to slug it out with the others watching intently, wondering if this was going to lead to yet another couple since those two had been flirting for a while now. It seemed as though everybody was beginning to open up. Maybe it was the impact from the tense Shadow Cell situation or maybe it was just one of those spontaneous things that nobody could understand. But either way, it was sure beginning to grow now that love seemed to be in the air.

Naturally, Bobby played much harder than usual given his incentive and he beat Jubilee easily, prompting yet another victory dance of triumph. Although like Tabitha, Jubilee didn't seem all that disappointed over her loss.

"Looks like you're going out with the Iceman, Jubes!" said Bobby with a cocky look in his eye as he finished off his little victory dance.

"Oh well…I guess I'll have to manage," she said with a shrug, a smile never leaving her face.

"Anybody else here getting sick to their stomach from all this?" commented Roberto.

"You're not alone, Sunspot," said Jamie, letting out another groan.

Then suddenly, while the commotion over Bobby's victory was still going on, three new figures stepped into the room, all of whom looked a little curious as to what all the raucous was about.

"Hey, what the hell is this?" asked Vincent as he, Wanda, and Laura stepped in to see the New Mutants lofting about.

"Oh…Uh, hey guys," said Ray, sounding a bit nervous in the presence of the former soldiers, who were now also their rigorous CQC instructors.

However, for some, their presence was simply cause for more fun as Tabitha eagerly welcomed the three mutant soldiers into the room to join their little game.

"Fellas! You're just in time!" she said in an overtly enthused tone, "You want to partake in our little Halo 2 tournament?"

"Halo 2? What's Halo 2?" asked Laura.

The New Mutants just looked at her wide eyed before remembering who they were dealing with here.

"Oh, right…I guess you wouldn't know a whole lot about that," said Tabitha, now sounding a bit awkward.

"But hey, this game should be right up your guys' ally!" said Jubilee, quickly taking over from here, "Come on, let me show you."

"Uh…Okay," said Wanda, always weary about what the New Mutants had to show them, "Just what the hell is this thing, though?"

"Yeah, it sure doesn't look like the arcade games I vaguely remember," said Vincent, who was a bit more familiar with stuff like this since he had played some video games while he was back at the orphanage.

"Oh this is no arcade system my friend! This is the X-box!" said Bobby as he showed them a controller, "This is like video games on steroids. And this game just happens to be a first person shooter with aliens and explosions, so it should be a snap!"

"If you say so," shrugged Laura as she and Wanda picked up a controller and followed the instructions on the screen.

They were a bit surprised at some points, finding this interface to be a little awkward. They were so used to direct VR training or reflex testing of some sorts. It wasn't like they didn't have certain interactive elements back during their training, but it had never been in this context. The controller was certainly a little awkward at first, but they were quick to pick it up. And after seeing some of the cache of weapons, they began to get into it a little more.

"Wow…Those are nice looking guns," commented Laura.

"Yeah, they look kind of like those high tech arms we found on that mission in the Ukraine," said Vincent, his photographic memory quickly springing into action.

"Those guns that could turn a tank into a smoldering heap? Yeah, I remember," said Wanda, taking in the appearance of some of the elaborate firearms, "Even the aliens look more realistic…Kind of like those things we dealt with in Mexico."

"Wow…Hold up!" said Amara, stopping them in mid sentence, "You mean to say that some of these things are real!"

"Oh you'd be surprise, Princess…" said Laura as she and Wanda finally completed their selection and prepared to have their first death match, "No conspiracy theory is complete bullshit, although most of it is. I still don't get why some people think aliens are green."

"Yeah, I can't remember any aliens that were green…Well, except for the shape shifters," affirmed Vincent, unable to keep himself from laughing somewhat at the looks on their faces.

"Oh, you mean those same shape shifters that tricked you into shooting me?" said Laura distastefully.

"Hey, how was I supposed to know! Those things were tricky! And besides, you healed from it, didn't you."

"But you STILL shot me!" spat Laura, "It's just a matter of principle!"

"Well it's not like I didn't catch a few rounds from you and Scott later on when those things had us cornered and all we had were AKs and M60s."

"Well you're invulnerable…We're not," argued Laura, now playing the game with more intensity.

"Oh God, let's not do this again…" groaned Wanda, having heard this argument many times before.

While this little squabble which so strangely resembled a fight among siblings of sort went on, the rest of the New Mutants just looked on with shock and amazement.

"Okay…I'm officially very uncomfortable now," said Roberto, shifting a bit in his seat.

"Yeah, me too," said Amara, not finding that tidbit all that uplifting.

"Oh come on you guys, lighten up," said Bobby, who seemed to be a bit more intrigued by it, "So…What other kinds of shit did you guys get a chance to see? How much of all this X-files stuff is real?"

Wanda, Vincent, and Laura simply exchanged humored grins. While they did have some detailed knowledge of some truly mind blowing phenomenon, it was doubtful that these young mutant teens could handle some of it. After all, they had enough to worry about as it was being mutants in a country that wasn't exactly of the people, by the people, and for the people so to speak. But still, they humored them, for those looks on their faces never got old.

"Oh believe me, Bobby…" grinned Wanda, "If we told you that, then you'd all probably never get out from under your beds."

Knowing that these three weren't ones to exaggerate, Bobby abruptly stopped his little pursuit, for chances were they would all sleep easier if they didn't know.

"In that case…" he said as he took a seat on the couch next to Jubilee, "Some things are best left unsaid."

* * *

Bayville Park was beautiful under the night sky, bathed in the light of the stars and a shining half moon. It was getting late and there weren't many people out aside from a few joggers here and there and a few people walking their dogs. But aside from this quiet little scene, two figures walked closely, their arms linked together as they strolled through the night with warm smiles on their faces.

Rogue still couldn't believe it. Here she was…The once untouchable girl, out here on a date with Remy Lebeau. She never thought she would ever get a chance like this…She never even thought that she'd ever touch again. But life had once again thrown her a curve ball and her world was once again turned upside down…But in a good way.

It had been a nice evening for the both of them. Remy did his best to pull out all the stops. He took her to a nice French restaurant, took her to see a movie that wasn't half bad, even thought they didn't pay a whole lot of attention to it, and now here they were, this momentous night almost complete. It had been a bit awkward at first and they were both clearly nervous about this, but they eventually eased into things and were now enjoying a sweet little night of romance. And in their opinion, it was a night that was long overdue.

"Mmm…Nice night, ain't it cherè?" commented Remy, breaking the comfortable silence as he turned towards the Southern Belle, who was still latched to his arm.

"Yeah…It certainly is," said Rogue with a smile, "Ah honestly couldn't have hoped for a better night to call mah first date."

"Glad ya feel dat way, cherè…" said Remy with a cocky grin, "It's been…Fun, spendin' time with ya like dis."

"Thanks. Ah just wish we could have done somethin' like this sooner. It sure would have made things a whole lot easier."

"Tell me about it. But better late den never, I guess."

"Yeah, Ah guess. But it probably wouldn't have been nearly as nice since Ah couldn't touch up until a month ago," she said, sounding somewhat solemn.

"Hey, come on now, cherè," said Remy as they stopped for a moment in a clearing, "Don't t'ink of it dat way. Touch or no touch, dat didn't mean dat we couldn't share a moment like dis."

"Ah know, but it just…Remy, Ah always thought Ah was doomed," she said, her voice not lifting despite his warm presence, "Ah thought that Ah would never be able to grow close to anybody for as long as Ah lived. It was just so frustration…It just…It really messes with ya, ya know? It builds and it builds till ya just wanna scream and…"

However, Remy didn't let her finish. Being so isolated from the world had affected Rogue a great deal and now that she could touch again, it was very overwhelming in many ways. But as soon as she felt Remy's finger upon her lips, part of that tension disappeared into thin air as they both stopped in mid stride.

"It's okay, mon amour. It's okay," he said softly, speaking not from his usual cockiness, but from the heart that this woman had so strongly captured.

"Ah…Ah just," she choked out, finding herself quickly taken by his warm touch.

"I know…I know," he said, looking back at her with those alluring red on black eyes of his that always seemed to captivate her, "An'…Remy can't ever know how ya truly feel…Hell, nobody can. What you experienced was yours and yours alone cherè. Nobody can ever take dat away from you. But it's over now. Feel my hand…It's over. You ain't doomed no more."

Rogue found herself gently grasping his hand in hers, giving it a firm squeeze and soaking up the feeling of his skin against hers. It made her heart rate go up and sucked the air out of her lungs from its overwhelming power. After all this time, it was finally beginning to really set in for her. She wasn't cursed anymore. She wasn't doomed anymore. She could touch, hug, share affection, and most importantly…She could love.

It was hard to fight it any longer. She couldn't hide from it. She was in love with Remy Lebeau…That much had become clear to her from this profound night. And now that she could touch…Now that she could grow close to someone…She could finally have the one thing she thought she was never meant to share…Love.

"Remy…" she said, her voice thick with emotion.

"Cherè…"

Then, under the majestic stars of the night sky, Rogue and Remy met in a deep, powerful kiss. Taking each other in a warm embrace, their lips met in a moment of heightened emotions…A moment thick with inner conflict and turmoil. But through this, the two southern born lovers found a link together…Something that was truly sharing with one another.

Ever since they had first met, they had played their games together. But there were no more games now. This was real, honest to God emotion…The kind of feeling that so many people often dream about, yet so few get to experience. It made this moment all the more special to the both of them and it was sure to be one they would both remember now and for many years to come.

When they finally parted, they were both still in somewhat of a daze…Feeling both a rush and a sense of exhilaration as to what had just happened. For what felt like the longest time, they had been waiting for a moment like this. And here they were, finally experiencing it together. And in both their minds, it had been worth the wait.

"Wow…" said Rogue, smiling warmly at her Cajun lover, still enraptured in his warm arms.

"Oui…Definitely wow," said Remy, flashing her the smile he knew she loved so much.

"What a way to end a night," she said, hoping to commit this feeling to memory now and forever.

"Yeah…Ya really know how to show a homme a good time, mon belle."

"And to think…The night is still young," she said as she laced her arm with his and they resumed their walk.

Remy couldn't help but smile at that, for it was only further proof to him that this woman was truly one of a kind. And because of that, he considered himself one of the luckiest guys in the world right about now. Here he was with Rogue by his side under the beautiful night sky. What more could a guy like him ask for?

"You are one amazin' femme, ya know dat, cherè?" he said to her with a smile.

"Ain't that one of the things ya love about me, swamp rat?"

"Well…To name a few," he grinned, giving her a little hug after that, "So how do ya wanna spend de rest o' de night?"

"Oh…Ah'm sure we'll think of something."

A slow smile spread across Rogue's face, for she had plenty of ideas on how to make this night truly perfect. But she would save some of those for later. And if how what had just happened between them was any indication, then she was very optimistic as to where this was going for the both of them. They had waited too long for a chance like this…A chance to be together and share something that neither of them ever thought they'd experience. And after everything they had been through, she didn't want to waste a second of the time in seeing this connection between them blossom into something so much more.

* * *

Back at the mansion, things began to settle as the hour drew later into the night. And while many chose to turn in for the night, there were a few of the usual latecomers who had a knack for staying up way past regular hours. After having been shown the joys of Halo 2, Vincent, Wanda, and Laura continued playing long after everybody else had succumbed to exhaustion. Professor Xavier and Hank stayed up a little later as well, mainly to finish a game of chess that had been ongoing for nearly two hours, which finally ended in another victory for the world's strongest telepath. But Hank vowed that one day, he would learn to better his old friend just as he had so many others in a game of such wits. However, like Xavier, he too eventually turned in for the night, leaving the mansion relatively quiet except in a few certain areas.

With Vincent, Wanda, and Laura now glued to the video game console, that left Scott, Jean, and Mystique to continue on their card game on their own. Even though things were opening up for them and they were slowly gaining acceptance throughout the mansion, they still valued some of their alone time together, which was usually spent either exchanging war stories or playing cards. And even though Mystique still seemed a bit bitter towards Jean at times, she was beginning to come around with her and things were definitely a lot better now than they had been.

And in addition, Ororo and Logan chose to join the game. And while they were a bit new to the overall experience, they quickly got into it and the hours simply melted away from there.

"So I heard you gave Kurt and Rogue 'the talk,' Raven," said Scott with a slight grin as he looked at his cards and tried to read what the others were doing.

"Oh yes…They certainly seemed to enjoy THAT," said Raven with a slight laugh, "But I guess that comes with being a mother. And besides, they are at that age."

"Not to mention, they've already got a few love interests now," commented Ororo, having heard about Rogue and Remy's date from the usual gossip mill that ran throughout the mansion like clockwork.

"I know…I know," said the shape shifter with a sigh as she took two cards from the deck, "But Rogue's a big girl and Kurt's a big boy now. I know that I can't necessarily control who they date or how they go about their love lives, but I can still be there to instantly gut anybody who hurts them."

"And they say you don't have a heart," grinned Logan, finding this side of Mystique to be nothing short of comical.

"Oh don't joke too much, Logan. After all, you may need to have the same talk with Laura eventually as well," grinned Raven.

Logan immediately shuttered at the thought of having THAT discussion with his daughter. He had hoped that Shadow Cell had taught her about that kind of thing so he wouldn't have to. Then again, she was a 14 year old teenage girl and it was his name on her adoption papers. He sincerely hoped that he didn't have to walk that route anytime soon, but at the rate things were going between him and Laura…It may come sooner than he would have liked.

"Oh don't worry, Logan. I'm sure you'll manage," said Ororo with a humored grin.

"Hey, compared to sentinels, Magneto, and Sinister…I'd rather handle all three than go through 'the talk,'" he muttered in response.

"Spoken like a true father," mused Jean.

For Scott, Jean, Vincent, and Wanda it was kind of strange learning to see Logan as X23's father. He had already helped her decide upon a name, something which they all failed at when they first met her and tried to help, and since meeting him, they had noticed a clear and apparent change in their comrade. As the little sister of the group, they all were very protective of Laura, but now that she had a father, it was as if their concern would have to be shared. Sure, they were happy for her that she had someone to call family. After all, she sure as hell deserved it after what she had been through. But at the same time, it was a bit surreal, for it somewhat reminded them how they didn't have any family left in the world.

It had been as rough an adjustment for them as it had for Laura, but after seeing how much happier she was thanks to Logan and his parental presence…Scott, Jean, Vincent, and Wanda were willing to do what was necessary to help both their comrade and her new family.

"Okay, what do ya got?" said Logan, holding his cards up closely for what felt like the hundredth hand.

"Pair of nines and Jacks high," said Mystique in a disappointing tone as she tossed her hand onto the table.

"Pair of Kings, Aces high," said Scott.

"I've got nothing…Just an Ace," muttered Jean.

"Three of a kind…Queens," said Logan, sounding triumphant in his tone.

Then, Ororo simply grinned a she set her hand out.

"Full house."

"What!" said Logan, looking over to check her hand, "Damn, ya did it again, Ro!"

"This makes what? Six times?" muttered Mystique, sounding obviously annoyed by the weather Goddess's winning streak.

"Eight by my count," said Ororo with a grin as Jean used her telekinesis to gather up the cards.

"Not bad…" said the redheaded psychic with an impressed look, "Who would have thought a former weather goddess and pickpocket would have such a hard poker face?"

"What? You don't think we play cards back in Africa?" shrugged Ororo innocently.

"Well whatever they have, it works," said Logan, flashing the beautiful, white haired woman a wolfish grin, "And I don't know about you guys, but I think I've had enough hands for one night. I should probably do my rounds and turn in."

"Yeah, I should probably turn in too," said Ororo, stretching her arms and letting out a slight yawn, "What about you guys?"

"Hey, you know us. We take light sleeping to a whole new level," said Scott, still not tired despite the late hour.

"Well don't stay up too late," she said as she followed Logan out, "And thanks a lot for letting us play. It was fun."

"Yeah, thanks," said Logan as well, although he chose not to articulate it as much, given that he was a man of fewer words.

"No problem," said Jean as she sat back in her chair and let her telekinesis do the shuffling, "Take it easy you two."

Once they were gone, the three remaining players in the game took a moment to settle in. It was past midnight now and much of the mansion was probably asleep or in the process of doing so. But for Scott, Jean, and Raven, they still wanted to play their game…For as soldiers, the sleep they required was minimal at best.

"See Raven…They weren't so bad," said Scott, turning towards his shape shifting friend, who had been reluctant at first to let Logan and Ororo join.

"Says you," she muttered, "I still think Logan was looking to cut me up at one point."

"I'm guessing that's how he always is," commented Jean with a slight laugh, "But hey, he came around, didn't he?"

"Yeah, I guess so," the shape shifter conceded, "But it was probably only because he wouldn't stop gawking at that weather witch."

"Oh, you noticed that too?" asked Scott.

"Oh please! How could anybody NOT notice? With the way he was looking at her, I was uncertain whether or not I should be humored or freaked out."

"Hey, I think it's nice, really," said Jean, doing a few tricks with the cards in mid air as she so often liked to do, "Trust me, I'm a telepath. I could sense the tension between them. They definitely want each other. And from what I know about them on a personal level, they're both already very close."

"Well I don't see why they don't just let it out already," said Mystique, never one to be an expert on real honest love and attraction.

"It's…Probably more complicated than that, Raven," said Scott, sounding a bit more serious about it, "You see, they're both already close friends. It's just grown into something that neither of them probably expected. And from what I've seen, what they have is really strong. And because of that, it's just really hard to get the right words out."

"And how would you know THAT?" said Mystique skeptically.

"Because I've been there before," said Scott with a smile as he turned to Jean and gently took her hand in his.

That in turn got Jean to smile in response, prompting her to send him a special 'I love you' through their link. It was a sight that Mystique often found a bit disconcerting. In getting to know Scott and Jean along with the rest of their comrades, she had come to see that they really shared a special bond. And even though she was no expert when it came to love, even she knew that it was very strong and went beyond anything she herself could understand. In some ways, it was a bit hard to watch…Seeing two people so deeply in love and sharing the kind of things she knew she felt she would never experience. But it was just an unfortunate fact of her excessively complicated life that she had come to accept. And besides, she could live without love. Because in her eyes, her kids and her friends were all she needed.

Just then, Jean telekinetic hold on the cards suddenly faltered and she felt a slight pain in her head. The cards fell to the table and she quickly reached up to rub he temples of her head, while at the same time feeling a mysterious growl in her stomach. Almost immediately, Scott grew concerned, for Jean was certainly not one who would easily falter.

"Jean…Jean, baby are you alright?" he said, caressing the side of her face to feel if there was any warmth or abnormalities.

"Yeah…Yeah, I'm fine," she said quickly, managing to shake off the sudden and unexpected feelings, "It's nothing, just a little headache."

"A headache?" said Mystique skeptically as she gathered up the cards and began shuffling them herself, "I thought you guys never got sick?"

"We don't, it just…It's just part of being a psychic," said Jean, once again regaining her composure.

"Are you sure?" said Scott, not sounding convinced.

"Seriously babe…I'm okay," she assured her lover, "But if it'll make you feel better, I'll eat something. I've got a sudden craving for some of that leftover gumbo Ororo made last night."

"Okay, but if there's anything wrong..."

"Oh don't worry hon…If there is, I promise you that you'll be the first to know," she said with a smile, giving him a kiss on the cheek as she got up to make her way down to the kitchen.

Scott still wasn't convinced, but he wasn't sensing anything too serious through their link, so he didn't worry too much. But still, it had been rather odd. He trusted her in the utmost, but for some reason he just got this strange feeling in the pit of his stomach. He wasn't sure why, but he tried to shake it off for the time being.

"What was that all about?" asked Raven, finding her actions just as curious.

"Honestly Raven…I don't know."

* * *

AN: Ah, love is in the air! Kurt and Kitty, Sam and Tabitha, Bobby and Jubilee, Betsy and Warren, Rogue and Remy, Logan and Ororo, and Scott and Jean…Quite a turn, eh? Everybody seems to be coming together! After all the conflict, tension, and turmoil, things are finally beginning to settle. That means that the end is in sight folks! Sinister Soldiers is in the home stretch! There are still a few more loose ends to tie up, but it truly is almost over! Oh, and for the sake of disclaimers, I don't own X-box or Halo 2. Just thought it would be a nice little tidbit to add in! So what do you all think? Have you enjoyed this story? Please tell me! Send me your reviews via email or post them on the fanfiction website! Thank you all very much for reading and I wish each and every one of you the best!

THE END IS NEAR! RUN FOR YOUR LIVES! BUT WAIT! REVIEW!


	62. The Final Salute

**Sinister Soldiers  
Chapter 62: The Final Salute**

****

* * *

Deep within the bowls of the Pentagon, home to America's vast and elaborate Department of Defense, one man stood before some of the most powerful men in the country. Most of them were of high ranking military status while others were major political leaders from both sides of the spectrum. They all sat in a very secretive, very secluded area of the vast structure. Their main priority…The fate of the only man charged with the disastrous liquidation of Project Shadow Cell.

The General sat patiently in a desolate seat at one of the tables. He bore his full military uniform, complete with his distinguished metals and dog tags, as well as a few pins and add ons from his days at West Point. Besides him was his lawyer, who looked relatively indifferent to it all and simply failed ascertain just how much this moment meant to this man.

His fate was now in the hands of this tribunal. For nearly two months, the department had launched an extensive investigation into the destruction and disintegration of Project Shadow Cell. Given that it was one of the largest, most elaborate programs in the history of mankind since the Manhattan project, it had been a major deal to all sides. Practically every division from the Army, to the CIA, to the NSA, to SHIELD, and even all the way up to the President and the higher ups had a major hand in the investigation.

It was a big deal…Losing a program that had been one of the greatest weapons in America's vast arsenal. Shadow Cell had saved the world more times than any other branch of the military. There was no doubt that without them, the course of history would have been very different. It was a devastating blow to learn that they, along with their creator, Dr. Essex, were no more. All the money and resources they poured into the project had brought it unparalleled success, but in the end it all came crashing down. And the General was the scapegoat.

For weeks on end, he endured harsh criticism from the prosecution. They blasted him for not watching over the Colonel, for turning a blind eye to Dr. Essex's madness, and keeping too many other branches out of the loop. Much of those criticisms were unfounded, but in the General's mind, he could see some truth to them. After all, he had the power to stop the Colonel many times before and he had the power to end Dr. Essex's scheme…He was just too naïve to take that step because he focused so much on doing his job instead of keeping an eye on those who worked behind his back.

But despite this, the General showed few regrets even as evidence was presented, witnesses were brought in, and investigations were carried out. He had done his job. He had helped run the most ambitious and profound project in the history of mankind and in the process, he got a chance to save not just the country he loved, but the world as well. He got a chance to work with the greatest team of soldiers ever assembled. He got a chance to live out the dreams of his father and in so many ways he succeeded…But it took the manipulative actions of one man to bring it all crashing down. Sure, he was gone now, but he was bearing the blunt end of the aftermath. He only hoped that justice would be served and that the friends and associates who stood by him had done enough.

"General…Please rise," stated the Commander as the deliberations finally ended.

As the dutiful soldier he was, the General rose to his feet, ready to accept his fate. This was it…This is what it had all come down to. And whatever fate this verdict may bring, he was ready to accept it as any soldier should.

"General…You have been charged with the high crimes of conspiracy and treason in regards to the destruction and liquidation of the black program known as Shadow Cell. As one of the project's main founders and the highest ranking officer associated with the organization, it was your responsibility to ensure that everything ran smoothly. And for many years, you did just that and your country is forever indebted to you."

Such words made the General feel a little bit easier, but he knew that these men were just going through formalities. They gave no indication as to what he would face. It could be anything from jail time to all out execution. The charges he was facing were very serious and even in a country of the people, the same old punishments applied to such acts of great dishonor.

"It is with a great deal of regret on our part and many others throughout Washington that it had to come to this. Without a doubt, you have left your mark. You're record is without a doubt unparalleled. However, such a grave fiasco simply cannot be disregarded no matter how valorous your record may be. And after having carefully waved the evidence, I along with the rest of this tribunal have reached a verdict."

The General held his breath, knowing this was it. This was the moment that would decide whether he would go down with Shadow Cell or carry on the fight.

"General…" said the Commander as he held in his hand a lone sheet of paper, "Under the power granted by my from the government of the United States of America, this tribunal hereby declares you…Not guilty of all charges."

Innocent…He was innocent. The General let out a deep sigh of relief, for justice had been done. They had managed to see the truth through the web of lies. He had nothing to do with the liquidation…He tried to stop it. He was innocent. He was not a traitor. However, the Commander wasn't quite done yet.

"However…As a result of your oversights in the liquidation of Project Shadow Cell, we have also concluded that such actions simply cannot go unanswered for."

"Yes…I understand sir," said the General, bowing his head slightly to such words.

"And after wading through some possible actions, this tribunal had coordinated with several defense department organizations to determine the proper course of action. And we have all unanimously concluded that rather than carry on with a court marshal, you shall be hereby granted early retirement from your services. Now you will be given the full benefits and your discharge will be honorable, but I'm afraid that from here on out, you will be unable to partake in any further military services."

It was a solemn declaration to the General…One that stated that he was not fired in a sense, but he could no longer do the job that he took so seriously. For decades, he had served this country. He had poured his heart and soul into his work, hoping to make a true difference. And in many ways, he had succeeded on many occasions. But despite all his successes…It was his failures which would hang over his being most.

It was probably one of the best outcomes that he could have hoped for…Early retirement with an honorable discharge. But still…Not carrying the title of General anymore was a harsh punishment that struck him deeply in a way he never outwardly showed.

"I understand sir," he said, affirming his fate once and for all.

"Very well then…" said the Commander as he set the paper down, "Would you like to make one final statement?"

"Yes…" he said, taking a deep breath and trying to hide his emotions from such a hard hitting moment, "For over thirty years, I have served this country. I have dedicated my life to using the skills and knowledge that I attained to make a positive difference in this world. It's a rather naïve dream…That much I admit. But…This country…This country that I love with all my heart and soul…Was founded by dreamers. And I too wanted to be a dreamer. But unfortunately…Dreamer or not, I am only human. I have made my mistakes. However, mistakes or no mistakes…I have done what I intended. I served my country and my world. And regardless of what history says of me…I have no regrets. Thank you."

His words seemed to strike an emotional chord with many of the lower ranking military officers who were present. Few men saw the world like the General. Few men took his job as seriously as he did. And now that his valorous career was over, it was a sad day for many of the officers who looked up to the General for believing in the ideals that America was founded upon despite all the lies that shrouded it. And even for the Commander and the many others who had determined his fate, it would be sad to see such a loyal soldier go.

But the decision had been made. The word was finalized. This was where it ended, but in the eyes of the General…The road he had taken was worth the toil.

"In that case, this trial is hereby adjourned."

With the final pound of the gavel, the whole ordeal was over. The General was now free to go. He may no longer have the power and prestige of his rank, but he had clearly left his mark and that was enough for him. As he turned to head out, he passed a few of his loyal subordinates, many of which saluted him one last time and shook his hand, wanting to say goodbye to the man they so earnestly looked up to.

Among the crowd was also Colonel Nick Fury of SHIELD, the man who in many ways was more responsible for what happened than he was. For years, the General had not looked too kindly upon that man…For he had been the one responsible for the reprimand that stagnated his career before he could attain true greatness as a leader. But then again, if he hadn't been faced with that reprimand, he may never have gotten a chance to work with Shadow Cell. And for that, the General pulled no punches. If anything, he owed Colonel Fury. Only he could have exacted the influence to get him an honorable discharge and early retirement. And for that, he willingly shook his hand and gave him one final smile.

"Thank you Colonel Fury," he said, keeping with his dutiful poise, but allowing himself to smile nonetheless.

"Consider it a long overdue payment," said Fury in response, "I know it probably doesn't mean dick now, but I'm sorry General. This country could truly use more men like you."

"I appreciate that," said the General amicably, "But now that SHIELD has Shadow Cell's jurisdiction, even I'll admit that it's comforting to know that the fate of the world is in very capable hands."

Knowing this would probably be the last time these men would see each other, both Nick Fury of SHIELD and the General of Project Shadow Cell saluted one another in a show of mutual respect. Regardless of past animosity, they were still soldiers…And as such, they would honor one another. It was just such a shame that this was how it had to end.

Once the formalities were, the General was escorted out of the Pentagon for the last time. He took one last look at his surroundings, knowing he would never get a chance to live this life again. It hung heavily upon his soul, but he kept with his poise…Forever bound by his honor as an officer and a soldier. That much nobody could ever take away from him.

As he exited the building, his escorts left him and returned to depths of the vast structure. The sun was high in the sky and there wasn't a cloud to be seen. It was a beautiful, bright day. Yet for the General, he couldn't help but feel solemn. His career was over. His service was up. After serving his country dutifully for over thirty years, it was finally over.

Now, he could finally go home and spent some quality time with his family. He no longer had to worry about going from place to place, being away for weeks at a time, or having his military life conflict with his civilian life. But still, it was hard to let go of this strong feeling. He loved being a General. He loved serving in his father's footsteps. And that was just very hard to say goodbye to.

At the base of the Pentagon, the General found himself stopping right before a pole with the American flag waving majestically in the breeze. In an almost ritualistic show of his patriotism, he removed his hat and held it over his heart as he took in the sight of the flag he had served with all his heart. Sure, he may not have been an officer anymore, but that didn't take away from the meaning that this flag held for him.

While he was making his final peace with the flag and the life he had carried out so dutifully, five all too familiar figures approached him from behind…For there was still but one loose end to take care of before the legacy of Project Shadow Cell could truly be laid to rest.

"I take it they went easy on you, sir," said Scott Summers as he, Jean, Vincent, Wanda, and Laura stood before the man they had respected and served for nearly a decade.

Upon hearing their voices, the General couldn't help but smile as he turned to face the brave soldiers that he had been privileged enough to work with.

"I had a feeling you would show up," he said to them as he put his hat back on and faced the loyal soldiers with undue pride, "After all, I was one of the many people who taught you the importance of loyalty."

"And we still take that very seriously, General. And rest assured, we always will. Even if Shadow Cell is no more," said Jean as she smiled at the man who had done so much for them.

Knowing that they still held onto those tenets of being a soldier after having been betrayed by the people they had trusted the most was a comforting feeling for the General. Even with all the lies they had been told over the years, they still clung to those ideas that they had instilled in them. And even though Shadow Cell had fallen apart…Such knowledge was proof enough to the General that he had succeeded in his dream.

"So what was the verdict?" asked Vincent.

"Better than I ever could have hoped for," answered the General, "An honorable discharge and forced early retirement."

"That doesn't sound so bad," commented Laura.

"It isn't…But it means that I can't serve my country anymore," he said, letting out a deep sigh as he turned back to the flag, "I gave this country over thirty years of my life…Thirty years of my blood, sweat, and tears. And in that time, I've accomplished my share of victories…While also making some very grave mistakes. I suppose that no matter how skilled I am, I'm still too naïve for my own good."

"The world still needs dreamers, sir," said Vincent, feeling somewhat angered that a man, the only decent superior they ever had at Shadow Cell, was being forced to retire.

"Indeed, Vincent…But it also needs realists. And I suppose it's too late now to see that. But rest assured my loyal friends, I have no regrets about what I did. I served my country, I did my duty, and I watched as you put your necks on the line time and time again to save this country and this planet from complete and utter destruction."

"We couldn't have done it without your guidance sir," said Wanda, for this man was just giving them too much credit at this point, "We would have never succeeded like we did without your leadership."

"Leadership or not, that doesn't change the fact that I did fail you at one point, Shadow Cell," he said, his tone becoming more morose, "For all the successes we had, I cannot escape my failure as an officer. I had the power to stop the Colonel. I had the power to stop Dr. Essex. But I just didn't use it."

"Nobody could have seen that coming, sir," said Scott, his voice shifting a bit at the mention of those names, "We were set up, used, and betrayed."

"But it was I who betrayed you the most by not acting," argued the General.

"What makes you say that, sir?" asked Jean, saddened somewhat that a man like this was bearing such a harsh burden.

The General struggled to keep his poise at this point as he addressed the soldiers that had given him a second chance. Without them, he never could have attained the success and greatness that had given him such a voice. And even though he had made his mistakes before they all paled in comparison to the mistake that put these brave souls through so much.

"Ever since I was a kid, I looked up to my father for doing what he did for his country, helping to create Captain America and lead this country to victory. He left his mark on history. And he left a good one. I always wanted to follow in his footsteps. I always wanted to be a part of something so much grander…Something that could leave the same kind of mark on the world that he did. And as the General of Project Shadow Cell, I fell as though I truly succeeded. For like my father, I helped lead the greatest soldiers of this generation into countless battles that saved humanity from the brink of destruction. And for that, I am eternally indebted to you, Shadow Cell."

Such words struck the five mutant soldiers profoundly, for this was still their superior officer in their mind. And here he was thanking them. It brought out a wave of new feeling to the young warriors. But he was not done yet.

"Nevertheless, even after everything you've given me and your country and through all the prejudice and lies…I failed you when you needed it the most. I didn't act when I should have. Looking back on it I saw the signs, but I didn't act on them. And because of that, our world was destroyed…Shadow Cell is now no more. It may not mean much now, but at least accept my apologies for not doing my duty as your General."

"Sir…You have no need to apologize to us," said Laura, finding this man's words to be truly touching, "This was all Dr. Essex…He betrayed us all."

"But I was foolish enough to listen to him and believe his lies," quipped the General in response, "It's a part of the game. You know that better than anybody. There are many lies out there, shaping and molding our world. But lies or no lies, it's a matter of how much you believe them that really makes a difference. I believed Dr. Essex. And because of that, I paid the price."

"We all did, General…" said Scott, sounding stronger in his words as he remained as respectful as ever to his superior, "And if that was what we had to pay for the sake of our duty…We'd pay it gladly."

Such words helped bring a smile back to the General's face. Even after the lies and betrayal that Dr. Essex had fed them, they were still the same dutiful soldiers he took so much pride in. It almost made it worth the toil, but the damage had been done. There was no going back now. And here they were now, no longer an organization…Yet still very much a unit.

"You really are true soldiers at heart," he said to them, which helped bring a smile to their faces.

"Thank you sir. And rest assured, we will never forget what you and the rest of Shadow Cell taught us," said Vincent, taking to heart this deep rooted promise that bound him and his comrades so strongly.

"Then I take it back…" said the General, his smile not waning, "You're more than just soldiers…You are all true warriors."

That made the five mutant soldiers of Shadow Cell feel even more proud, for it truly did lay to rest many of the lingering complications that had been plaguing their minds ever since the destruction of their livelihood. Regardless of whether or not they had been tools or puppets of Dr. Essex, that didn't take away from what they were at heart. They were soldiers…Forever bound by the honor and compassion that had carried them into so many battles. They may have fought, killed, and maimed their way through countless opponents…But they did so with the spirit of the warrior to guide them. They had protected countless innocents, staved off many disasters, and loyally served their country and their world…And for that, they would never forget the ideals that they believed in.

The General could never convey how truly grateful he was to have been able to work with such fine warriors. With all they accomplished, he felt as though he had done his father justice. And wherever he was, he was looking down on him and these fine soldiers with a smile. However, it would make it that much more difficult to say goodbye.

"You do know that…Once I leave, our paths may never cross again," said the General, knowing the time had finally come.

"Yes, we figured as much, sir," said Jean, very much saddened with the knowledge that they wouldn't be able to see this man again after everything he had given them, "We just…We wanted to say goodbye. You're still our General. We're still soldiers. And Shadow Cell or no Shadow Cell…That will never change."

"That's good to hear. Because in a world like this, so full of lies and deceit, we all need something to hold onto. Regardless of what you endured, who you killed, and the mistakes you made…You must never forget the honor, the soul, and the heart that guided you through each and ever battle. It's not so much how the world works…It's more so why it works. There are lies everywhere and nothing is ever in black and white. But I do know this though…As long as there are people like you out there…People who believe in upholding the values of honor, compassion, and self sacrifice…Then mutant or non-mutant, this world is in good hands."

A brief silence fell over the last remnants of Shadow Cell. All the conflict, all the uncertainties, and all the lies seemed to fade somewhat at the mention of that which would forever bind them together…Not just as a unit, but as true warriors. Even though there wasn't a whole lot they could do to unravel the complex web of lies that ubiquitously inundated the world, they would always have something to hold onto for both themselves and for future generations.

"Thank you, General," said Scott as he and his comrades gave their superior one final salute, "I promise you…We will never forget."

"I have all the faith in the world that you won't," he smiled in response, "And please…You need not call me General anymore. My name is Nathan…Nathan Grimshaw. And even though we may never see each other again, just know that you've made this old man proud. And it has been a true privilege…And a great honor…To be your General."

And with one final salute, General Nathan Grimshaw and the five mutant soldiers of Shadow Cell parted ways.

They had been to every corner of the world. They had saved this planet from the brink of destruction time and time again. And now that they had made their final peace with the organization that held such a strong hold on their lives, Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and Laura X23 Logan could finally look forward to the future. It was sad in a ways seeing the General go, but in a ways it helped lay to rest the final issues concerning the past and from here, they could finally move on and make their own future together.

"You think we'll ever see him again?" asked Laura, her tone somewhat saddened as she watched the General disappear from sight.

"I don't know, Laura," sighed Vincent, "I hope so, but…In many ways, it's probably better that we didn't."

"I know," she conceded, "But still…He was the only one out of everybody at Project Shadow Cell who didn't betray us. He was the only thing who practiced what he preached when he taught us. That has to say something about what we were and the world we came from."

It was an interesting perspective for the five mutant soldiers as they stood in the shadow of the Pentagon. For a good part of their lives, they served this country like the General had. And while it all came crashing down in the end, that didn't take away from the deeper meaning at hand. In some ways, it was like Sinister had said…It was the context rather than the content.

"You're right…It does mean something," said Scott as he thought about some of the things the General had told them, "Lies or no lies…That doesn't change what we stood for and what we had faith in. Soldiers or warriors…We'll always have our cause. We may be haunted by the past and chances are we always will. But as the General once told us, you can never forget who you are. And there's no way to know where you're going unless you always remember where you have been."

Despite all the uncertainty, pain, and sorrow of their past…The five mutant soldiers managed to smile somewhat at that. It didn't necessarily make the pain of what they had been through go away, but it sure did put it into perspective. They could not and would not forget where they had come from. From the lives they saved to the lives they took, they owed to themselves, the General, and to the masses they swore to protect never to forget. And as soldiers and warriors, that was a vow they intended to keep.

"Come on guys…" said Jean as she enlaced her arm with Scott's, "Let's go."

"Yeah…Let's go home," said Wanda, doing the same with Vincent.

The five mutant soldiers of Shadow Cell then finally turned their backs on the military that had given and taken so much from them. They had made their peace with the General and their complicated past. And now, it was time to go back to the place that was now their home. It was still very much a strange feeling…Thinking of the Xavier Institute as their home. But from this point on, they planned to build their own livelihood. They planned to make their own future. And they would do so not just as a unit…But as a family as well.

* * *

After a short walk to a heliport not far from the Pentagon, one of the X-men's high tech aircraft, the jet/rotor hybrid helicopter known as the Velocity, was there already waiting for them. Both Logan and Ororo were waiting for them with Ororo in the cockpit and Logan waiting outside the open hatch.

As he saw them approach the lone craft, he couldn't help but smile. He may not have been an expert on emotion or interaction, but he could tell that the five tormented souls had made peace in some ways. There were so many ways he could relate to what they had been through, but no matter how much empathy he felt for them, it was clear that this meant something to them that nobody could ever understand.

"I take it things went well," he said as he watched them all file into the aircraft.

"Yeah…I suppose that's a safe assumption," said Vincent, giving Wanda's arm a firm grasp as he looked back towards the Pentagon one last time before following Scott and Jean into the passenger seats, "I'm just glad we could finally lay some of these things to rest. Now we can truly move on."

Logan may not have known the details as to what exactly happened, but with those words in mind, there seemed to be plenty of reason to be optimistic. But then, as he was about to close the hatch, he noticed Laura stopping suddenly, her gaze turning back towards the unrivaled symbol of the military…An organization she had been literally born into.

Unlike the others, who had lives before Shadow Cell to some extent, her life was completely centered around that of a soldier and it was a lot harder for her to forget that compared to the others. But thanks to the support of someone who had been through many of the same toils as she had, she could move past this life…And hopefully, she could build one all her own.

"Hey…Are ya gonna be okay, kid?" said Logan, placing a gentle hand on his 'daughter's' shoulder.

Laura unexpectedly found herself laughing as she turned to the man whose blood flowed through her veins. But after spending all this time around him and learning the true power of family and blood, she couldn't help but feel a great deal of pride every time she thought of this man as family.

"How many times do I have to tell you, Father…Don't call me kid," she said to him, smiling in a way that resembled Logan all too much.

"Hey, sometimes I can't help myself," he shrugged innocently.

"And I guess that's where I get so much of my attitude from," she said as she followed him into the aircraft, closing the hatch behind her.

"What can I say? Ya got yer daddy's eye."

No matter how many times he said or thought about it, Logan never could quite wrap his head around the notion of him being a father to a teenage girl. But the closer he grew to this girl, the more proud he felt to call her family. Even Laura's comrades had to admit, they never saw her smile so much before. It was as if that hole in her heart had been partially filled after all these years. And the same seemed to apply to Logan as he joined a smiling Ororo in the cockpit.

"You truly are growing soft…You know that, Logan?" she said with a grin as she started up some of the controls.

"I know…I know," he admitted, a smile never leaving his face, "Just don't let too many of the others know. I got a reputation to uphold."

"Oh don't worry about that, Logan," said the former weather goddess as she placed her hand over his, "Your secret is safe with me."

Giving her hand a firm squeeze in response, Logan smiled back at the woman who had helped him through so much. And as he looked into those beautiful, sky blue eyes of hers that so embodied the divine goddess she was in his eyes, he was grateful that he had someone like her…Someone that really held a special place in his heart. While he was aware that his feelings for her had definitely grown from this difficult time, that didn't make him forget everything she had done for him any less meaningful.

From the passenger seats in the back, Laura couldn't help but smile at this sight. The others noticed it too, but it seemed to mean the most to Laura. There were so many things that she had now that she never thought she'd get a chance to experience. She had friends, she had a home, and she had a father. But from what she could see now, it was clear that her future was still developing right before her very eyes. And for the first time in recent memory, they could safely say that they were looking forward to wherever it may take them.

* * *

Later that afternoon after Ororo, Logan, and Shadow Cell returned from Washington, the five mutant soldiers decided to celebrate their newfound freedom out in the backyard, making a sudden last minute change to their session to reflect on the new path they now found themselves on. Both the X-men and the New Mutants were now practicing CQC alongside them under the warm sun, but unlike previous sessions…The five mutant soldiers chose to show that they also had a taste for fun.

"Dogpile!" yelled Wanda as she saw Bobby and Ray lagging behind in their movements, triggering a mass rush amongst both the regulars and the New Mutants as they quickly got into the spirit of this unique little session.

"YES! Now zhis is my kind of training!" exclaimed Kurt as he and Kitty jumped their friends.

"Hey! Wait! What happened to give me 50!" said a nervous Bobby as he tried to get away.

"Meh…I think this reinforces the point of discipline much better. Wouldn't you say so team?" grinned Scott as he saw everybody getting into it.

"Oh most definitely!" said Jubilee, who naturally went for Bobby first…Although he didn't seem to mind for some reason.

From there, chaos and laughter erupted from the crowd…Bringing a smile to the faces of the five mutant soldiers. Even though they were still instructors, they had to admit…It was nice making room for fun every now and then.

"So…You think we should stop them?" said Laura with a grin.

"Nah…I think they'll tire themselves out more with this than any training we can provide," said Vincent as he watched in amusement.

"Yeah, and besides, that makes our jobs a lot easier," said Jean with a shrug, "And you've got to admit…It sure is interesting to watch."

"Amen to that!" said Wanda in agreement.

From a lawn chair by the pool, Mystique simply shook her head and grinned at the sight before her, wondering to herself just how crazy things at this place could get. But crazy or not, she had no intentions of leaving this place anytime soon. She had a new life here at the institute. She had her children and people who truly understood her. And despite all the mistakes she had made in the past, she could safely say that this was one she was finally certain of.

Also watching from afar, Logan and Ororo shared the view, wishing they had a camera to capture this moment. But so far, they were content simply watching them. They smiled back at one another, feeling a warm sense of accomplishment and pride that they had come this far. They were also holding hands, a gesture that was quickly growing in importance for the both of them as things continued to evolve and manifest right before their very eyes. And the more they watched, the more they smiled, for it seemed to embody a sense of hope for the both of them that the future before them was still full of so many possibilities.

From up on the balcony that overlooked most of the backyard, Professor Charles Xavier and his long time friend Hank McCoy also watched with undue pride as they took in the scene below them. They were drinking tea and playing chess, but at the moment, they simply took a moment to reflect on how far they had come.

"Well, I see that our newest recruits are really getting into the spirit, so to speak," said Hank with a grin as he watched Bobby and Ray try to flee from the swarming mass of kids, only to be stopped cold in his tracks by a flying Warren.

"Yes, it would seem so," said Professor Xavier with an approving grin, "I suppose that the Washington trip was a good idea for them after all."

"Indeed, now it seems as though they can truly leave part of their past behind them," mused Hank as he turned back towards the chess board, trying to think of a way to finally beat his friend and mentor.

"Yes, well…I do believe that there's only so much that they can leave behind, old friend. As far as they've come in their quest to move past the demons of Shadow Cell, it is my belief that a part of them will always remain tied to that legacy…Not out of sorrow, but out of choice. They are true soldiers…Plain and simple. And from here on out, it is simply a matter of building a future…While also remembering to keep the past alive."

"Well spoken, Charles," said Hank as he made a move on the chess board and took another sip of his tea, "Yet still…One has to wonder just what kind of future five of the deadliest soldiers ever created will make for themselves."

"I suppose only time will tell old friend," said the Professor with an optimistic smile as he looked back down at his students below, "There's no telling what the future may bring us. And I guess in some ways, we can only be along for the ride. Checkmate."

Back down with the crowd, the five mutant soldiers seemed to get into the spirit as Laura joined the dog pile and Vince and Wanda followed suit. Scott was about to drag Jean into the mix as well, but for some reason she held back.

"Hey, come on babe! Let's go have some fun!" said Scott, tugging at his lover's hand.

"I think they're having enough fun without us, Scott," she smiled in response, pulling him back into an embrace, "Besides, I just got the strangest craving for a nice bucket of chocolate chip ice cream. Care to join me?"

"You and your ice cream…How could I resist?" grinned Scott, snaking his arm around his lover's waist as she led him back inside, "I guess we can safely say that this session is over."

"Most definitely lover boy," said Jean in an affectionate tone, "But ours has just begun."

* * *

AN: Well, it seems as though the future is finally looking bright for Shadow Cell and the X-men as a whole. They seem to be adjusting to their new lives quite well and there are plenty of new relationships blossoming. From here on out, it's simply a matter of building a future…Which, by the way, is a concept Solid Snake preached at the end of Metal Gear Solid 2: Sons of Liberty. Just thought I'd mention that to all those looking for Metal Gear references! There's not much more left…Just two more chapters! The countdown has begun my friends! "Sinister Soldiers" is almost over! So before it ends, don't forget to REVIEW! Send them to me via email or post them on the fanfiction website! Thank you all so much for your wonderful support and I wish you all the best!

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	63. The Meaning of Faith

**Sinister Soldiers  
Chapter 63: The Meaning of Faith**

****

* * *

As time went by for the residents of the Xavier Institute, things continued to settle. The five mutant soldiers of Shadow Cell were finally gaining acceptance among their peers…Well, at least as much acceptance as five of the deadliest soldiers ever trained could muster, that is. After saying goodbye to the General and forever leaving the military behind, Scott Summers, Jean Grey, Vincent Freeman, Wanda Maximoff, and Laura Logan could finally move forward with their lives…No longer feeling so bound by the past. And while there would always be certain parts of it that they would always have to deal with, there were so many other things that they refused to let go of. And no matter where this new life would take them, they would never forget where they had come from.

As for Mystique, she too began to gain more and more acceptance as her overall demeanor was aided through the help of her children and her Shadow Cell friends. She still had this cynical side to her that so often defined who she was, but it was easy to see for anybody who saw her that she had never been happier. She had her children in her life, she had friends who understood her, and a growing place at the mansion. And for that, she was grateful. She had seldom had any second chances in her life. And for that reason, she would NOT squander this one.

In the eyes of the rest of the students, both regulars and New Mutants alike, they were learning to truly see these once trying enemies as friends. Some, such as Tabitha, Bobby, and Kurt, grew somewhat fond of their new friends and their witty take on civilian life. Others, such as Warren, Remy, and Betsy, came around a bit slower, but eventually, they too came around and even learned to like some of their more redeeming qualities. Even Mystique wasn't seen as such an enemy anymore. They all learned to practice and train with them, learning as much from them as they were. The five mutant soldiers of Shadow Cell and Mystique would always have to contend with where they came from, but in the eyes of the X-men, they were now so much more and it gave them all plenty of reason to have faith in the future.

* * *

Kurt had been walking around the mansion with a seemingly perpetual smile on his face ever since he and Kitty started going out. He just couldn't help it. She just made him feel so amazingly good inside that it was hard for him to believe that a guy who looked like a blue fuzzy demon could have the heart of such a beautiful angel.

He could honestly say that he was quickly falling head over heels for this girl. She was someone who had helped him through the rough times and had learned to see past his appearance for the kind of guy he truly was. He was truly grateful to have a girl like her in his life and while he didn't know how deep things were between them now, he had all the faith in the world that it would continue to grow as time went on.

It was almost six in the evening as Kurt made his way down the hall, all dressed up for yet another date with Kitty Pryde. He was brimming with excitement, eager to share yet another memorable night with this girl. He wore the same wide grin that had so often dominated his face since he and Kitty came clean with their feelings, but before he could make his way to the foyer…He was stopped briefly by his mother, who had been waiting for him in the library.

"Kurt…Hey Kurt, do you have a minute?" she said, stopping her son in his hurried stride.

"Mother? Yeah, of course, but Kitty's vaiting for me. Ve're going out on another date," he said as he entered the room with his once estranged mother.

"I see…" she said, unable to suppress her smile upon hearing that, "Well don't worry, this will only take a minute."

Just then, Rogue passed by as well, looking as though she had just come back from the gym. As soon as Mystique saw her, she quickly brought her in as well…Wanting both her children to be present for this.

"Oh Rogue! Wait! You got a minute?"

"Huh? Oh, sure mamma. What is it?" asked the southern born mutant as she walked into the room where her adopted family was there waiting for her.

"I just…I wanted to take care of something that I've been meaning to do for some time now," she said, her tone growing a bit emotional, which was quite a rarity for someone like her.

"Vhat do you mean?" said Kurt, growing a tad concerned.

Taking a deep breath, Raven Darkholme went on with what she had been planning in her head for weeks now. She didn't say another word as she reached into her pocket and pulled out two finely made golden watches. And while they didn't look very pricy by any stretch of the imagination, it was the little surprise that Mystique had put inside that would hopefully make these little gifts truly priceless.

"Here…Consider these a couple of extra late birthday gifts," she said as she handed the watches to each of her children.

"A watch?" said Rogue curiously, "What are you…"

"Open them…Take a look inside."

Following their mother's words, Kurt and Rogue went on to open the fine, golden watches and as soon as they saw what was there, their hearts skipped a beat, for it was truly a sight to behold.

"Oh mother…" gasped Kurt, his hands trembling as he took in the inner display of the watch.

Carefully set in each watch was a rather old looking picture. Each of them depicted that of a young child, one that they quickly recognized as being them. For Rogue, her picture showed a smiling little girl that looked no older than five years old. For Kurt, his picture showed an infant blue child wrapped in a blanket. It was probably the oldest pictures of them they had ever seen. But in addition to the pictures, there was also an engraving that seemed to say it all.

"A mother's love is timeless," said Rogue, reading the inscription, her voice quickly becoming choked with emotion.

"Yes…I know I haven't been the mother I should have been for you two over the years," said Raven, so desperately wanting to get this off her chest, "I've abandoned you, lied to you, and fought you and your friends. But now that I'm here, I want to make up for the time we missed."

"These…These pictures," said Kurt, still trying to digest the sight of the old photographs that were permanently instilled inside a glass display.

"I've had those with me for over a decade," said Mystique, smiling as she saw the looks on her childrens' face, "Even during the bad times, those pictures gave me the strength to move on. They gave me hope. They gave me faith. And now I'm giving them to you because I never want you to forget that regardless of the past, you have a mother who loves you more than anything. And consider this to be a small token of that love that you can hold onto now and forever."

Mystique had vowed that she wouldn't cry from this moment, but such a vow was utterly shattered as so many pent up emotions came pouring out all at once for her. She once thought that she had lost her children forever…She once thought that they would never know how much she loved them. But with these little gifts, they would hopefully always remember just how much they meant to her even after she was long gone.

And for Kurt and Rogue, it was hard not to be overcome with emotion at this point…For this moment symbolized just how far they had come. And now, after having lived lives of such sorrow and isolation, they could truly call themselves a family.

"Mother, I…" began Kurt, swallowing the lump in his throat and trying to get the right words out.

"You don't have to say anything, son," assured the shape shifter with a grin, "Just know that…"

However, Kurt didn't give her a chance to finish, for he practically threw his arms around her, pulling the woman who gave him life into a strong embrace. There were tears in his eyes, but he didn't care. This was something he had been waiting for. This was something he wanted so badly. It was a new beginning for both him and his mother. And it was a beginning that he hoped would blossom now and for many years to come.

"Thank you, mother…Thank you," he said, not hiding the emotion in his tone.

Mystique felt tears in her eyes as well. Even though she had tried so hard to hold them back, years of being away from her children just made that impossible to bear any longer. This was her son…Her own flesh and blood…The baby boy she once dropped in a river all those years ago. Yet here he was, hugging her as any boy would hug their mother. And it was a feeling she knew she would always relish from this day forward.

Soon, Rogue joined in as well, unable to fight her tears as well. Having always been so alone and isolated, it was a welcome feeling to have the woman who took her in when nobody else would in her arms. Despite all the lies and deceit, here she was bearing her soul…Here she was bearing the raw truth of her soul. The past could never be forgotten…But now she had faith that their future was full of promise. For now she could say that she truly had a family…And that she was a rogue no more.

"Mama…" choked Rogue, throwing her arms around the emotional shape shifter as well, joining in the embrace, "Thank you."

Kurt, Rogue, and Raven had all been through their own personal hell over the years. So many times, it felt as though every force in the universe was working against them, trying to keep them from feeling the happiness that they so sorely desired. But now, on this fateful day, they had something new to hold onto. They had something that they could truly have faith in. They were a family now and from this day forward, they would never forget it.

* * *

After the deeply emotional moment with his family, Kurt took a moment to dry his eyes and collect his thoughts before heading down to the foyer to meet up with his girlfriend. There, Kitty was already waiting for him, wearing a beautiful blue dress that seemed to make her all the more angelic to him. Such a sight once again brought a smile to his face, for now he felt as though he truly had it all.

"Hey fuzzy…You ready?" said Kitty with a warm smile as she took Kurt's arm and pulled him close to her.

Feeling the watch in his pocket, Kurt's heart swelled. He had a mother who loved him, a sister who would always be there for him, and a beautiful girl at his side…What more could anybody ask for?

"Ja…I'm ready," he said, snaking his arm around her waist, pulling her closer to his warmth.

"Hey…You okay, Kurt?" said Kitty, noticing a slight change in his voice.

Kurt just looked back into those beautiful blue eyes that had always so captivated him since the moment he saw her and smiled. Then, much to Kitty's surprise, he leaned in and gave her a soft kiss on the lips. While it shocked her at first, she didn't fight it in the slightest and willingly kissed back. She wasn't sure what it was that had prompted this, but she sure as hell wasn't complaining.

"Don't vorry liebe…" said Kurt Wagner as their lips parted and they made their way out the door, "Everything's perfect."

* * *

Down in the danger room, shards of metal were flying and deafening explosions were echoing throughout the area. While some may have been startled by such noise, it was just a fact of life for the five mutant soldiers of Shadow Cell, who were once again letting themselves unwind after another hard days work at the Xavier Institute for Gifted Youngsters.

"Come on Phoenix! You're getting slow girl!" yelled Wanda over the noise as she skillfully and smoothly warped a series of giant mace traps that had sprung up out of the floor.

"Oh come now Scarlet Witch! I'm just getting warmed up!" said a flying Jean Grey as she soared through the air engulfed in a haze of fire.

"Ugh, you've been watching those weird ass cartoons with Bobby again, haven't you?" grinned Laura as she tore through a few high level mini-sentinel robots with her claws.

"Yeah, only puns that bad can come from mindless TV animation," laughed Scott, using his advanced energy powers to punch a hole through several barrier walls separating him and his comrades from their objective at the center of the room.

"Oh just shut up and help me rip these things to pieces," said Jean as she unleashed a wave of telekinesis that disabled the central defense turrets.

The scenario, which had been going on for nearly a full 15 minutes now, was finally almost over. It was yet another high level task that some of the resident students had helped Beast program in an attempt to show Shadow Cell up. But as they had learned since their arrival, it took a lot more than a few extra traps to slow them down.

"I'm almost there, guys! Cover me!" yelled Vincent as he plowed through a maze of sentinel droids that tried to dog pile him, only to be thrown around like a tennis ball.

"Don't worry babe! I got your back!" said Wanda with a grin as she used her guns make quick work of a few more droids while converging with Jean and Laura to finish the job.

Then, with no more obstacles in their way, Vincent and Scott finished the job as they made it to the center and destroyed the primary target, which to them was a very poor and half hearted representation of a core power station, with a few supercharged energy blasts. Once the target was down, the buzzer sounded, proclaiming that the scenario was over and they were once again victorious.

"So much for Bobby, Jubilee, and Kitty's so called 'ultimate' program," said Laura, doing a few quick gun slinging tricks as was often her custom at the end of a mission.

"Better luck next time I guess," grinned Scott, "But I can see some good to these things. It's reassuring to know that we haven't lost our touch."

"Oh trust me, Scott…We'll never lose our touch," said Vincent confidently as the scenario around them faded.

"Spoken like a true warrior…" grinned Wanda, affectionately taking her lover's arm.

That got Vincent to grin widely. Having grown up in such a world that took everything from him, the way of the warrior as taught to him by Father Michaels, Mr. Kansuke, and Shadow Cell would always hold a special place in his heart and soul. While there would always be things that he would regret, he refused to forget his honor and that of his friends. And even though some times were more trying than others, Wanda was always there to help him through it.

"So what do you think, guys? Want to do another round?" asked Scott as they all caught their breath for a moment.

"Actually…There's something I must take care of," said Vincent as he abruptly turned to make his leave, "I'll catch up with you guys later, but there's somewhere I've been meaning to go for quite a while."

"Wait!" said Wanda, quickly recognizing a slight shift in his demeanor that could only mean that this was something serious, "Want me to come with you?"

Vincent stopped to think about that for a moment. Looking back at his lover, he saw this pleading look in her eyes…This look that seemed to hint that she knew something was wrong. It didn't necessarily surprise him. After all, he was never really good at hiding things from Wanda. This was something very important to him…Something that he had to do for the good of his soul. If for anything, this was to help lay to rest one of the most important parts of his past. And when he remembered just what he was going to have to do, it became clear to him that he would need this girl now more than ever.

"Well…If you want to," he said to her, a noticeable level of uncertainty in his tone, "I guess I sure could use you for something like this."

"Then it's settled," she said decidedly as she laced her arm with his, casting him a reassuring smile, "Just lead the way. You know I'll always be here for you, Vince."

"Yeah…I know," he said with a warm smile, planting a soft kiss on her cheek as they made their leave.

Such a sight caused Scott, Jean, and Laura to smile as well, for it was nice to see their friends making up for all the years that they had spent holding back from one another. It showed just how far they had come, not just as a unit, but as true comrades. They fought together, they bled together, and they triumphed together. And regardless of what the future had in store for them, that was something they would never forget.

"So I guess it's just us?" said Laura, feeling ready for another round.

"Actually…I think I'll call it a night too," said Jean, letting out a slight yawn, which was rare for anybody who knew her, "I'm a little tired."

"Tired? We've only been at it for two and a half hours?" said Scott, a hint of intrigue in his tone.

"Yeah, I know. I just…I've been feeling a little out of it lately," she said, trying to make it sound as though it was nothing serious.

Scott, however, wasn't convinced. He followed his girlfriend and long time lover out the door, always concerned with her well being whether it was on the battlefield or in training. He could sense something on her mind through their link, but he just couldn't quite put his finger on it. And near as he could tell, neither could Jean.

"Jean, wait!" said Scott, stopping her in the hall and gently taking her arm in his, "Are you sure you're okay hun?"

Jean hesitated slightly…Which was something she NEVER did. Honestly, she wasn't sure why she was feeling this way. She knew it was nearly impossible for her to be sick. Her enhanced body functions saw to that. But that only made her more concerned. Yet nevertheless, she was quick to reassure her lover.

"It's okay, Scott. Really, I'm fine," she said to him in her most convincing tone.

Scott was still concerned, but in seeing that pleading look in her eyes, he simply conceded to her word and planted a soft kiss on her forehead to let her know that he truly did care and would always be there for her.

"Okay, but if anything is wrong…"

"Don't worry lover…You'll be the first to know," she assured him.

She found herself firmly grasping his strong arm with hers, leaning in close to his warmth for comfort as her mind continued to dwell on this sudden burst of fatigue that she so rarely ever felt before. Add to that, this wasn't the first time it had happened…In fact, it had been happening quite frequently lately. Maybe it was because she was eating more, for she had been a bit hungrier than usual. But that was just because Ororo had been breaking in a new stove in the kitchen lately. At least, that's what she kept telling herself.

She knew it was impossible for her to get sick. Hell, they had walked head on into fields laced with VX influenza and Anthrax before and come out as healthy as the day they were born. Their enhancements made illness practically impossible. Hank said it himself when he gave them all a check up. Their healing capacity could wipe out any pathogen that dared to enter their bodies. So then why was she feeling so…So strange? There were only so many possibilities, one of which was…But no, she wouldn't allow herself to think such things. It was impossible. It couldn't happen…Could it?

While Scott and Jean were making their way back up to their room, Laura was still lingering in the danger room a bit, doing a thorough check of her guns to make sure that there was no wear or tear. Up in the observation deck, Logan simply found himself simply looking back down at her with a proud smile…Reflecting on just how far she had come since her arrival.

For the past few weeks, she had been calling him 'father' more regularly. It was a title he doubted he would ever get used to, but every time he heard it, it made his heart swell. He may not have been the sentimental type…Not by a long shot. But whenever he looked at this girl who bore his own flesh and blood, it brought out feelings in him the likes of which he thought he'd never feel. It was tough being a father to a 14 year old teenage soldier…That much nobody could deny. But through trials and tribulations, it was a job he intended to carry out no matter what. She was his daughter…He was her father…And no matter what they future may bring, that much will never change.

"They've come a long way, haven't they?" came a warm, yet familiar voice from the sliding door entrance.

A grin once again formed on his face, for he didn't even need to turn around to know who it was…For only one being on the face of the planet could possibly speak with such warmth.

"That they have, Ro," he said as the former weather goddess walked up beside him, standing close enough for him to get a whiff of her intoxicating scent.

"And I notice that Laura's been smiling a lot more lately," she commented, watching along with her feral friend as Laura did a few more gun slinging tricks.

"Yeah, I noticed that too. Guess that means I'm doin' somethin' right."

"It would appear so. And this coming from a man who once told me that he wasn't capable of being mushy."

"Well to be fair, that's before I became the unexpected parent of a fourteen year old girl," said Logan with a slight laugh.

"Yes, well, I guess it goes to show you just how much things can change in a short period of time."

"No kidding," said Logan, letting out a deep sigh as he face became a bit more serious, "But I gotta tell ya Ro…I still don't really have a clue as to what I'm doin' here. I mean, I don't know how to be a father. I can barely handle myself at times. So how do I handle a girl who's been through the same hell as me?"

Ororo simply smiled as she took her friend's hand and leaned in close to him, allowing him to take a good long whiff of her sweet, intoxicating scent.

"Simple…By doing what you're doing now," she told him, the warmth in her voice sending waves of inexplicable sensations through the being of the raging Wolverine, "You're a better father than you think Logan. You sell yourself too short at times. You may not see it, but I can see that you have a true heart beneath that tough exterior. Others see it too…Laura included. There really is a man worth loving in that burly shell you bury yourself in…A man that you should be proud of no matter what that nagging voice of yours may say."

Logan wasn't an emotional man. He was never too keen on 'getting in touch with his feelings' so to speak. But when he heard the words of this woman that had once been revered as a goddess, he felt something brewing within him…Something that made him think differently of the kind of man he was. Maybe it was finally beginning to dawn on him…This whole having a family thing. And because of this, and the guidance of a very special woman who had been there for him every step of the way, it was as if he actually had a reason to be happy…A reason to smile…A reason to open up.

He found himself slipping his hand around Ororo's waist, pulling her close to him and allowing them both to soak up the warmth of one another's bodies. As overwhelming as it was in some ways to have this beautiful woman here in his arms, Logan still managed a warm smile. After all, how could he not in the presence of a goddess such as this.

"You'll never give up on me, will ya darlin'?"

"Of course not, Logan," she said, her tone growing more emotional, "I…I know it sounds crazy. And honestly, I don't have any idea what I'm doing either."

"What do you mean, Ro? What are ya tryin' to do?"

Ororo felt her knees grow week, not knowing if this was the right time or if this was the proper moment. But after living through the battle against Shadow Cell, helping the five mutant warriors adapt, and watching everybody around her grew and matured after so much hardship…She was tired of holding back. If this was how it was all going to come out, so be it. She wasn't sure why she was doing this now…But in her heart, she had faith that this was right.

"Logan…What I mean is…Is this…"

What happened next nearly gave Logan a heart attack. In one swift motion of passion, she leaned forth and pressed her lips against his in a deep kiss. His eyes widened at first, but he didn't fight it in the slightest. Instead, he simply sank into it and kissed back. Every last one of his senses were inundated with a maze of new feelings…But not just any feelings…Good feelings. These were the kind of feelings he didn't want to let go of…The kind of feelings that had always been there, but had been unable to express. Now here he was…Kissing a true goddess.

When they finally parted, there was a brief silence between them. There was any number of things they could have said to one another, but the most meaningful of these things had already been said through this one act.

"Wow…" said Logan, nothing short of astonished by what had just happened, "What was that?"

"Um…A kiss?" said Ororo, blushing profusely now.

Logan just shot her a wolfish grin as he cupped her chin with his hand and drew her close once again.

"Ya call that a kiss?"

With a warm laugh that seemed to speak volumes, Logan and Ororo met in another kiss…This time to merely show affection and love. Smiles never left their faces as they remained in an embrace, for at long last, they had finally gotten this off their chest…They had finally come clean. It had been a long, complicated road for the both of them…But the end was definitely worth it.

And while they weren't aware of it, their tender little moment did not go unnoticed by Laura, who was still down in the danger room looking back up at the observation deck with a wide grin on her face. It was quite a sight…Seeing her father in the arms of a woman who was already such a powerful figure in their lives. But it was a very welcome sight nonetheless. She may not have been born with a family, but maybe…Just maybe…There was hope for her after all.

* * *

Later that evening, Rogue found herself in simply laying back on the couch in the upper level loft area. She took a moment to reflect on everything that had happened and just how much had changed over the course of the last couple of months. Not long ago, mutants were secret, her mother was an enemy, and she was forever doomed to not know the simple feeling of touch. Now all that had changed. So many things were different now.

She still had the watch her estranged foster mother had given her securely in her hand and for the last half hour or so, she had been letting her thoughts drift as she lay there mesmerized by it's gentle golden aura. Here she was…The Rogue…No longer cursed with her inability to touch. Here she was…The Rogue…No longer alone, for she had a real honest family with a little brother she adored and a mother who loved her to death. And here she was…The Rogue…No longer doomed to a life of isolation, for she could touch now and share the joys of closeness and intimacy with somebody she cared about.

And as her luck would have it, that somebody just happened to walk in through the door.

"Hey there, cherè," said Remy as he casually made his way over towards the southern belle, "You okay?"

Rogue just smiled back warmly at her boyfriend, feeling too happy to care at this point with everything she now had in her life. It was a smile that Remy would never get tired of…A smile that made him feel happy as well. And with the way everything had been going for them, they both had plenty to smile about.

"Yeah…Ah'm great, Remy," she said as she sat up, giving her Cajun boyfriend a place to sit, "Just had a little heart to heart with mah mama."

"Oh…Dat's good to hear. I take t'ings wit her are gettin' better."

"Yeah…Ah guess ya could say that," she said as she then showed him the watch, "She even gave meh and Kurt a little somethin' to make up for some of the unpleasantness. It may not seem like much, but it's more than enough to meh."

Looking down at the watch, Remy laughed some what at the cute little picture inside and the sentimental engraving. While he never did pin Mystique as being the sentimental type, it was nice to see that she had a real heart when it came to her kids. And as long as it made Rogue happy, then that was okay with him.

"Aww…Ya look so cute as a young'un," he teased, earning him a playful swat from his girlfriend.

"Yeah, yeah…Laugh it up. It's the only baby picture Ah've got now," she said as she closed the watch, "It's crazy though, ain't it? Ah mean…It all seems so different now…Like it just happened in the blink of an eye."

"Yeah, I know what ya mean," said Remy as he snaked his arm around her, pulling her in close to his warmth.

"Ah have mah mama back…Ah have mah powers under control…And Ah have a life that Ah'm happy with," she mused as she found herself sinking into his embrace.

"Don't forget ol' Remy, cherè."

"Oh don't worry swamp rat…Ah couldn't forget ya," she said with a warm smile, playfully running her hand down the side of his rugged face, enjoying the warm feeling of her skin on his, "And ya know…There's no way Ah could have ever made it through all this without ya. Even when Ah couldn't touch…Even when Ah had nobody…You were there for meh. Ya never gave up on meh."

"Of course I didn't, Rogue," said the Cajun born mutant, his tone growing more emotional as he felt her warm touch, "Remy loves you, cherè…He loves you more den he'll ever be able to put into words. You are de most amazin' femme in de world. An' don't ever forget dat I'll always be there for you…Thieves honor."

His words caused Rogue's heart to skip a beat, for she never thought she'd ever get a chance to hear such things from anybody. She thought she was doomed…She thought she wad cursed. She thought she would never be able to love or grow close to anybody. But despite this curse, she had still fallen head over heals for this man who had been willing to endure so much for her. And after so many years of loneliness and isolation, all those pent up emotions came pouring out.

"Ah love ya too, Remy…" she managed to get out as a few tears began to form in her eyes, "Thank ya…For bein' the best man a cursed girl could evah ask for."

"Well don't worry, cherè…Ya ain't cursed no more."

From there, Rogue and Remy met in a deep, passionate kiss. All the trials and tribulations that had once stood in their way all came crashing down, for this was truly a new beginning for them…A new point in both their lives that they could build off of. Where they went from here was anybody's guess, but with a feeling so strong between them…They were confident that wherever the future led them, they had everything they needed to guide them on the right path.

"Mmm…Oh Remy," gasped Rogue, years of pent up want and desire from being unable to touch boiling over in the heat of passion.

"Cherè…" gasped the young man, overwhelmed by Rogue's fervent actions.

Soon, the two impassioned southerners rose to their feet, still in an embrace. The heat between them was growing…The yearning to be close was just so strong. They couldn't take it anymore. They had to be together. They wanted to be close. They wanted to be intimate.

Eventually, they made their way to Remy's room, which thankfully wasn't too far from the loft, so nobody saw them. Once they were there, they shut the door and fell onto Remy's bed, still locked in an embrace, gasping and moaning for air. One by one, they removed one another's clothes, unable to hold this in any longer. Having not been able to touch one another had been so hard and now that there were no more barriers, they wanted to have this experience together…They wanted to share this passion together.

"Remy…Oh God…Ah want ya…Please…Ah want ya," gasped Rogue, now half naked atop her sexy, Cajun lover.

"Don't worry, cherè…You'll have me…You'll always have me."

Making good on his word, Remy captured her lips once again as the finished stripping each other bear so that they were now completely naked. And after having taken out some 'protection' that Remy kept in his dresser drawer, the two southern born mutants went on to make love. They were fervent, passionate, and energetic in their movements…Feeling all the years of frustration simply melting away as if they were never there to begin with.

Soon, the room was filled with gasps and moans as they dragged on their lovemaking for as long as they could muster, wanting to savor this sweet moment together for as much as possible. They committed every wondrous sensation to memory, for this night would not only go down in history as their first time together…The night when all their pent up feelings came to ahead. And no matter where the future took them now, they would always remember this fateful moment together.

"Rogue…Mon amour…" panted Remy as he collapsed onto the bed, feeling completely drained of his energy after what he and Rogue just did.

"Mmm…Remy…That was wonderful," said Rogue softly as she collapsed atop him, savoring the warm feeling of her naked flesh against his.

"Remy don't know if he'll be able to walk in de mornin'…" he said, managing a slight laugh.

"Well…Ah guess that's what happens when ya make love to a girl who's had a lot of pent up feelings over the years."

"Heck of a price to pay," said Remy, still gasping for air, "But for you…Remy will pay it gladly."

Rogue couldn't help but smile as she sank into her lover's warmth. It was a feeling that neither of them ever thought they would experience…A moment neither of them thought they would get a chance to have together. But through struggle and strife…Triumph and loss…They had managed to truly find something with each other that was worth all the toil. And after this one night, their future together seemed so wrought with possibilities…So full of hope. And they had ever intention of seeing it through…Now and for many years to come.

"Ah love ya, Remy…" said Rogue softly as she slowly began to drift off into a world of dreams in the warm arms of her lover, "Thank you…For this wonderful night."

"I love you too, mon amour," said Remy, placing one last kiss upon her forehead, "An' don't worry…Dis night is just de beginning. Because if there's one t'ing dis whole mess has taught me…It's dat we can't be afraid to squander a single moment together. And I promise, from dis night forward…I won't waste another second with ya."

"Mmm…Ya know Ah'm gonna hold ya to that."

Upon hearing that, Remy simply held her tightly and grinned.

"Remy wouldn't have it any other way."

And from there, the two lovers drifted off to sleep, still wrapped in one another's arms. So many years of pent up emotion was finally free and at long last, they could finally make good on the time they had together. A promise had been made. A vow had been undertaken. And both Rogue and Remy had every intention of seeing through till the very end.

* * *

The gentle night around the Xavier Institute had once again fallen silent as many prepared to turn in for the night. There were still the usual late night dwellers, primarily Logan, Ororo, Shadow Cell, Hank, and the Professor. Everything seemed settled. All the tension and turmoil since the sentinel incident and the epic fight with Sinister and Shadow Cell was finally beginning to fade. Everybody was finding their place. Everybody was learning from this grand experience. The lies and uncertainties that once hung over them now seemed so much lighter. It wasn't as if they weren't there, but not they had hope. They had faith. And lies or no lies, it was the faith in their hearts that gave them the most hope for a brighter future.

However, despite the peace and serenity from there outside, there was still something brewing from within…Something strong and profound that was sure to bring yet more change. And it all centered around one of the bathrooms in the upper levels that was adjacent to the room that Scott Summers and Jean Grey shared.

"Oh God…No," gasped a shocked and dazed Jean as she sank to the cold floor, hugging her knees as she looked at a small readout on the side of the bathtub, "This…This can't be happening. It…It's impossible!"

She was breathing in short gasps. Her mind was going a mile a minute. She had suspected that something had been wrong with her. But now she knew the truth and her system just couldn't handle it.

She had been through so much hell in her life. She had felt her whole family die within her mind, she had endured the hardest training ever conceived, she had become one of the deadliest soldiers ever to walk the Earth, she was ranked as one of the most powerful psychics in existence, and she had killed countless enemies throughout the course of her life as a member of Project Shadow Cell. She had been to the top of the Himalayas, inside the thick ice of the Antarctic, through the jungles of Central and South America, across the deserts of the Middle East, over the vast waters of the three great oceans, past the deepest and darkest parts of Siberian Tundra, and into so many other places that few people could begin to imagine.

She had fought some of the scariest figures in the world. Terrorists, murderers, radicals, aliens, rapists, drug lords, mob leaders, militias, and even supernatural forces…Yet they all paled in comparison to what she was facing now. For the first time in a long while, she actually felt scared. She, one of the most powerful soldiers in the world, was scared. Because of all the challenges she had faced before, this one was by far would be the most daunting.

"Pregnant…Oh God…Pregnant," she said to herself, still not believing this, "I…I'm going to be a mother…I'm going to be a mother."

* * *

AN: Well, it's finally upon us…Only one chapter left. Over 63 chapters, numerous trails and tribulations, and an entire reworking of the X-men Evolution universe…And it's almost over. At long last, "Sinister Soldiers" is almost over. Even stories of such length must have an end and this one is no exception. To date, it is my longest story ever conceived…And by far, one of my greatest accomplishments, except for "Hellfire and Brimstone." Only one chapter left people! One chapter…And this story will be over. There are still but a few things left to resolve. Now that Kurt and Kitty are beginning to blossom, Raven has made peace with her kids, and Rogue and Remy have shared a long overdue moment together…That leaves only a few more matters to take care of. And once they're done, this epic tale will be over and a new day shall dawn. I sincerely hope you all have enjoyed this story thus far and as always, I urge each and ever one of you to REVIEW! There's not much time left! Send them to me via email or post them on the fanfiction website! Thank you all so much for reading this long story of struggle and strife thus far and I wish each and every one of you the best!

ONE MORE TO GO! ONE MORE CHAPTER! REVIEW WHILE YOU STILL CAN!


	64. Hope

**Sinister Soldiers  
Chapter 64: Hope**

****

* * *

Up and Logan's room, this momentous night which had brought him and Ororo together was certainly not done just yet. After having had their little moment on the danger room observation deck, there was still one little matter that Logan wanted to address while the moment was still fresh. It had actually been a matter that he had been contemplating for some time now, but until that fateful kiss with Ororo, he didn't have the nerve to bring it up. But now that things were different, he wanted to take care of this…If for anything, just to get it out in the open.

"Here it is, Ro," said Logan as he reached into one of his drawers and pulled out a framed document.

"Laura's adoption papers," Ororo said, feeling somewhat surprised that this was what he had brought her upstairs to show her, "I see you've done something to it."

"Yeah, well getting it framed wasn't all that hard," he shrugged, "Besides, it felt right…Keeping something like this safe since it's this little slip of paper that officially gave me a family."

"I take it that it means a lot to you," said the former weather goddess, who couldn't help but smile at her friend's sentimental actions.

"It does…More than I can put into words."

Ororo watched as a conflicted look fell upon the feral man's face. Looking at this document brought something out in him that really struck him down to his very core. A lot had changed. There was no doubt about it. And it was certainly a lot for him to take in.

"You've come a long way, Logan…More so than anyone I know," she said tenderly, taking his hand in hers.

"Glad ya think so, darlin'. But just so ya know, I still don't know what the hell I'm doin'. Hell, I'm a parent to a teenage girl now. I'm legally and biologically Laura's father. I wasn't prepared for this. It's all just happening so fast."

"Nobody is ever truly prepared for something like this, Logan," said Ororo softly, pulling him into an embrace, "Being a parent to any child, even one who has been through as much as Laura has, is very trying. But from what you've shown me, I have all the confidence in the world that you'll be the family she needs. And moreover, I think she'll be the family you need as well."

Looking back at the former weather goddess, Logan couldn't help but smile. As conflicted and confused as he was, this woman still believed in him. That meant a lot to a guy like him who had to rebuild pretty much everything in his life, including his humanity. And now that he had a family with Laura, he had something to truly make him feel whole again.

"Ya always seem to know exactly what to say to make a guy as messed as me feel better," said Logan, shaking his head in amazement.

"Well somebody's got to be there to remind you of your worth. And I guess that's a job best left to me."

"Darlin'…I wouldn't have it any other way."

With a husky grin, Logan captured her lips again. This time it was much deeper and more passionate than the first time. It wasn't awkward, strange, or sudden. It was simply a show of deep affection and after holding it back for so long, it sure felt good to let something like this out.

Yet as they parted, Ororo could sense that there was something else on Logan's mind…Something he was still struggling to get out.

"What is it, Logan?" asked Ororo, growing increasingly curious.

"Nothin', it's just…" he said awkwardly, not knowing how to get out exactly what he wanted to say.

"What Logan? Come on, you can tell me."

Looking back into those beautiful blue eyes that so majestically symbolized that which made her divine, he took a deep breath to prepare himself for this. As a man who was never good with words, he wasn't quite sure how to do this. Hell, he never thought he'd feel like this about anybody. Then again, he never thought he'd end up the father of a teenage girl either, so that shouldn't have surprised him.

Nevertheless, he wanted this to be the beginning of something so much more. He had a family now with Laura. But there was still one last thing he wanted to lay to rest if he was to truly mend that rift in his feral being.

"It's just that…It still feels kind of weird knowin' that I've got a family now. There's a lot I want to do for Laura. There's a lot I want to give her. But at the same time, it makes me think about other parts of my life. It's all so different now. It feels like I can do things that I never thought I could do before and have things that I thought I couldn't have."

"What do you mean? What kind of things?" asked Ororo, watching as Logan struggled with his words.

Logan just smiled at her, pulling her into a closer embrace, wanting to savor this feeling. After all the anger, frustration, and desolation of his existence, a feeling like this was definitely welcome. And with a new outlook on life, he wanted to make it complete.

"Things like…Us," he told her, cupping her face with his hands as if to emphasize the point.

"Oh…I see," she said, smiling at the feeling of his touch.

There was a brief silence between them, but Logan didn't hesitate. He had waited long enough for a moment like this and he was going to see it through.

"I know it's crazy in some ways, but if coming together with Laura has taught me anything it's that everything can change in the blink of an eye. You can gain so much or lose everything. And we both lost enough to know when to take something and hold onto it when it counts. And that's why I want to know…Do ya want there to be something more between us? Do ya want have a relationship with a guy who's got as many problems as me?"

Logan's words were very serious, but Ororo's expression did not change. She still smiled warmly at the man who she had grown so close to. And now he was a family man and he had a whole new outlook on life. And if he could move forward like this, then why couldn't she?

Slipping her arms around his neck, Ororo allowed herself to sink into his strong burly body. It had taken a long time for them to get to this point, but for this moment right here…It was definitely worth it.

" Logan…You really do mean a lot to me. Don't ever think for a second that you don't. And problems or no problems, you're still a man I feel very deeply towards. And I have faith that if we give this a chance…It could be something so much more."

"You…Ya really mean that?" said Logan as he gazed back into those tender eyes.

"You know it…Bub."

Not needing any more assurance than that, Logan simply smiled his trademark grin as they met in another deep kiss. It was official now. They were heading into a new world together. Logan had just found a family. Now he was finding something more. And after all the hardship that had defined his life, he felt as though he could truly find happiness for once.

The new couple went on to celebrate their newfound connection as their lips wrestled fervently in a sea of passion. It was a gesture that they both quickly sank into as they sauntered over towards Logan's bed, abruptly collapsing upon it. Ororo was now on top of Logan's hard, muscular body…Her hands beginning to roam as she heard a few animal-like grunts from within, indicating to her just how aroused he was becoming. It seemed to send her into a fury as well…One that seemed to make all the worries and inhibitions that had long since held them back fade away. And naturally, it didn't take long for things to get quite heated.

This immense show of passion would have probably continued onward, for they both clearly wanted this. But before they could get too far, the slightly adjacent door to Logan's room swung open and they were both startled out of their daze as they were suddenly faced with the sight of a grinning Laura.

"Hey, you left this downstairs," said Laura, casually tossing the X-communicator he had left on the belt of his uniform back in the danger room, which had probably slipped his mind in his anticipation to talk to Ororo about this.

"Oh uh…Thanks Laura," said Logan, mentally yelling at himself for having put himself in such an awkward position.

"Is she going to be my new mommy?" grinned Laura playfully, thinking this was just too funny.

"Uh I…" stammered Ororo, much of the blood in her body now swarming around her face.

"Hey, it's okay…Just kidding," she said, holding her hands up in defense, "Just remember to lock the door from now on."

"Thanks darlin'…I'll remember that," said Logan with a grin, knowing things were definitely going to be different now.

"Sorry for interrupting. Carry on."

And with that, Laura shut the door and made sure it was locked this time. And as she made her way back down the hall, she couldn't help but smile to herself. She was truly happy to see that they had finally come together. After all, she wanted her father to be happy and she did like Ororo. And who knows what else this could lead to? Perhaps Logan wouldn't be her only family in the long run. And that in and of itself was plenty of reason for the former living weapon to have hope for herself and her future as Laura Logan.

Back in Logan's bedroom, it took a moment for the embarrassment to wear off. Ororo was still on top of Logan, still very much at a loss for words at this point. Nearly being 'caught in the act' was certainly not her way of starting anew and chances were, neither she nor Logan would EVER hear the end of this.

"Still with me, Ro?" said Logan, noticing that she was still trying to recover from what had just happened.

"Yeah, I'm fine it's just…Not the way I would have wanted her to find out about us," she responded, managing to laugh somewhat about it.

"Hey, she didn't seem to mind," he shrugged, although now he was a bit worried that he would have to have an awkward little 'talk' with her about this.

"No…She most certainly didn't," said Ororo, finding plenty of reasons to be happy about that.

"That mean ya still want to do this?" he asked, his tone once again growing serious.

Ororo simply smiled at her feral lover, for as crazy as this night had been…It was definitely a night she would surely treasure now and for many years to come.

" Logan…I wouldn't have it any other way. I don't know what the future holds for either of us, but I can tell you this though…I have plenty of hope."

As if to prove her point she captured his lips once again, drawing them both into another moment of passion. It didn't take long for them to pick up where they left off, for they wanted to make this night complete…To commemorate this new beginning with a simple act of passion…To make love in a way that embodied how far they had come and where they had yet to go.

On through the night, they continued to make love…Full of the kind of vigor and passion that so deeply defined them. It was an amazing experience for the both of them…One that signaled the beginning of something truly profound. For once again, they had turned a corner and there was no going back.

"I love you, Logan," said the beautiful weather goddess as she collapsed upon her lover upon reaching their final peak together.

"I love you too, Ro…" said Logan in a deep tone as he held her warmly in her arms, knowing that even with a fractured memory, this was one moment that the both of them would remember forever.

* * *

Jean Grey didn't know how long she had been holed up in the bathroom, but she was beyond caring at this point. If ever she had an excuse to freak out over anything, now was the time. Regardless of all the missions she had been on and all the challenges she had overcome as a mutant and a soldier, this was just beyond anything else she had ever faced.

She was pregnant. Her, Jean Grey, a soldier, a warrior, and a killer…Was pregnant. She thought this couldn't happen. She thought they had taken all the necessary measures. Back at Shadow Cell, her specially formulated diet had always included birth control pills in order to help regulate her cycle so that it was so balanced that she could practically set her watch to it.

But after arriving at the institute, things had changed considerably. She no longer had that strict diet of healthy food that kept her body so regulated. After her checkup with Hank, he warned her that her cycle could need some readjusting and because of that, she wasn't surprised when she missed her last period. But then when a week passed by, then another, and another…She began to get worried. She also found herself eating more and getting tired more easily. But she never thought that was because of pregnancy. Hank had prescribed for her some standard birth control pills and she had taken them dutifully. But for some reason, they hadn't worked.

She ended up buying a home pregnancy test on a whim when she went out with the girls again to do some extra shopping for Laura. She originally planned to just buy aspirin, but when she saw those tests on the shelves, something told her that she should just try it to rule it out. But apparently, it had done the exact opposite.

Now it all made sense to her. Birth control pills may have been able to regulate her cycle, but it wouldn't exactly have the same effects on her chemistry. Dr. Essex probably knew that. And if regular birth control pills didn't work for her because of her chemistry, that could only mean that Dr. Essex had slipped something else into her supplements to keep her from getting pregnant since he knew about what she and Scott did. And since he hadn't said anything, she had no idea that they wouldn't work on her unique body chemistry. And as a result, she was now pregnant with a baby she wasn't ready for.

"Oh God…Oh God what am I going to do?" sobbed Jean, still sitting on the cold, bathroom floor hugging her knees, "What the hell am I going to do?"

She was only 18 years old and she was going to have a baby. She and Scott were going to be parents. They weren't ready for this. There was no way they were prepared to handle something like this. Terrorists, armies, and monsters they could handle…But this? Could they truly handle a child? Did they even deserve to have a child after the things they had done?

This whole room was suffocating her. She had to get out. But as she stammered out of the door, she bumped right into X23, who was still smiling after having seen Ororo and her father come together. But that expression quickly turned to one of grave concern as she saw Jean's distraught look.

"Jean?" she said as she caught her from almost keeling over, "Jean, what's wrong?"

"X…" she gasped, holding her head distress, on the very of breaking down into a fit of sobs.

"Oh boy…What's going on? Come on, Jean. Hold it together like I know you can," said Laura, speaking from the tone of a concerned comrade.

However, Jean still didn't respond. She just stood there in the middle of the hall, gasping for air, keeping her eyes closed as if she was going to wake up from some bad dream at any moment.

Laura tried to help support her, but something was seriously wrong here. And she wasn't the only one who noticed it.

"Jean? Hey, what in the bloody hell is going on here?" said Betsy as she stepped out of her room with Warren close behind.

Warren was struggling to get his shirt back on. From the looks of it, Jean's sudden stumble into the hallway had interrupted them during another make out session. He looked a little frustrated, but when he saw Jean he quickly grew curious.

"Oh man, what happened to her?" he said.

"I don't know!" shouted X23 in response, quickly growing concerned over the well being of her friend and comrade.

"Hey, take it easy, luv!" said Betsy, holding her hands up in defense, "Don't go berserker on us for asking!"

Laura was about to respond to that with another outburst when thankfully, two more figures entered the area. This time, it was Rogue and Remy, looking all dressed up and ready for another date.

"What in the hell? Jean, sugah, are ya okay?" said Rogue as she ran to Laura and Jean's side.

Jean still didn't respond. She could hear all their thoughts projecting at her like a boom box and it was near impossible to filter them out in her current state. But she didn't even bother to try. She was beyond giving a damn at this point.

"Shit, she don't look to good," said Remy.

"Oh really? You think!" spat Laura in response.

"Wow, easy there Laura," coaxed Warren, trying to calm the volatile soldier down, "Let's just stay calm here. I think we should take her down to the infirmary and let Hank…"

But Jean didn't let her finish.

"NO!" she spat, shaking off both Rogue and Laura, "No infirmary!"

"Jean…" said Betsy, shocked by her sudden outburst.

The noise was drawing more attention. From down the hall, Tabitha and Amara were peaking their heads out of the door to see what was going on. And soon they joined in this escalating madness as well.

"Wow, hey there Red. What's up?" said Tabby, coming up from behind her and almost startling Jean into a full combat stance.

"Hey…Are you okay?" asked Amara.

Jean was breathing hard and on the verge of breaking down. She had just found out she was pregnant and here she was being bombarded with questions. She didn't want this. She couldn't handle this. All her training wasn't doing her much good here. This wasn't something she could fight. This was her life and it was changing right before her eyes.

"Jean, just tell us what's wrong," said Laura, walking up to her and looking back at her with that look that she would give anybody she considered to be a sister.

Finally, Jean just spat it out.

"I'M PREGNANT OKAY!" she shouted with tears forming in her eyes, "I…I'm pregnant. I'm going to have a baby."

Dead silence quickly descended over the group. Looks of pure, unabated shock came over the faces of the flabbergasted onlookers. And nobody seemed more shocked from this than Laura, who had fought alongside Jean through the worst combat zones imaginable.

She just couldn't believe it. Her friend and comrade was going to be a mother. Everybody else couldn't believe it as well. Some like Tabitha, Amara, and Betsy thought it should have been a happy moment. Other like Warren and Rogue thought it should be difficult, for she was clearly not ready for this. But everybody was shocked.

Nobody knew what to say. Jean was on the verge of just collapsing. It was all happening so fast and nobody knew how to react.

"Uh…Congratulations?" said Remy, finally breaking the silence.

Everybody looked at Remy strangely as Jean just shot the Cajun a look that she would usually shoot at enemy soldiers and if she had her guns with her, she probably would have been pointing them at him already. But she neither had the strength nor the desire to carry such actions out. She needed to get away.

"Jean…" said Laura, trying to support her friend.

"No…Please I…I need to be alone!" she said, running off down the hall, pushing Tabby and Amara out of the way as she ran into the room she shared with Scott.

Once she was gone, everybody just stood there in silence. Laura definitely looked the most concerned. Jean was like a sister to her. She was more than just a comrade. She wanted to help her in the way they had always helped each other, but that just didn't seem possible for something like this.

"Smooth Remy…Real smooth!" said Betsy with a harsh scorn.

"Hey, what do ya want Remy to say?" he said in his defense.

"Oh come on, Remy! Did she look like she wanted to hear something that STUPID!" yelled Betsy.

"Hey! Watch it Bets!" said Rogue, sticking up for her boyfriend, "Ah didn't see you sayin' anything!"

"Wow ladies, take it easy," said Tabitha, stepping in between them, "Save this sort of thing for the litter box."

"Not now Tabitha! This is serious!" exclaimed Betsy.

"No kidding," said Warren, running his hand through his long blonde hair in an exasperated manner, "We had better tell the Professor. I don't think we've ever had to deal with a pregnant student before."

"Yeah, I always thought you and Miss Ninja would be the first anyhow," muttered Rogue, earning her yet another scorn from Betsy.

"Either way, we have to do something!" said Warren, trying to sound serious, "I mean come on guys…Jean is pregnant. She's an X-man. We have to help her."

"But…What about Scott?" inquired Amara, "Does he know?"

Everybody fell silent at the mention of Scott. Nobody knew if he was aware of this yet, but from the looks of it, Jean had just found out. And if Jean had reacted this strongly from the news, then how would he take it?

"I can't believe it…I just can't believe it," sighed Laura.

Suddenly, a new presence appeared in the hall and everybody froze once more.

"Guys! What's going on?" said Scott in an urgent tone, "I thought I felt something through my link with Jean. Is something wrong?"

Nobody knew what to say to him. Should they tell him? Should they let him know before he confronted Jean? Nobody dared to speak. Even Warren was at a loss. However, Laura was not about to ignore this. These were her comrades. These were her friends and family. And she knew them well enough to know what would be best.

"Scott…I think you need to talk to her," she told him.

"Why? What's wrong!" he exclaimed upon seeing the rather distant look in Laura's eyes.

"Just…Talk to her," she told him.

Not arguing with the words of his comrade, Scott ran down the hall, leaving his bewildered friends behind. All they could do now was watch and hope. Because from this day forward, nothing was going to be the same.

"Scott and Jean are going to have a baby," said Rogue as they all stood in amazement.

"Yeah…I mean seriously…Wow," said Tabitha.

"So what do we do?" asked Remy, knowing this was going to be a hell of a turning point.

"Simple…" said Warren with a sigh as he watched Scott disappear into the hallway in search of his lover, "We wait…We plan…And above all, we hope."

* * *

Vincent Freeman was in a place he never thought he'd find himself ever again. He was standing before something that he had long since dreamed about, but had never followed through with despite all the chances he had since the destruction of Shadow Cell. It was quiet, cold, and oddly peaceful despite all the emotions this place brought out in him. But he had to do this. For the good of his soul and the honor of those who he had lost, he had to do this.

After a quick flight in the X-jet, they were now in the heart of Toronto, Canada in a place that Vincent remembered so clearly, he standing in a house of God…A holy church that he had been in many times before in his earlier days. While the orphanage was gone, thanks to a little discrete arson on the part of Dr. Essex and Magnum, the church where Father Michaels used to give regular sermons was still standing. The area where the orphanage once stood was but a mere apartment building now and this lone structure was pretty much the only tangible piece of his past left standing.

It was a very trying moment for the young soldier and warrior. He had brought with him the sword Mr. Kansuke once bore that Magnum had stolen and he had taken back. Only before they came, he made the choice to leave it in an unmarked package at the doorstep of Mr. Kansuke's children, whom the Professor had kindly tracked down for him. In his mind, they deserved the relic more than he did. And while he was tempted to confront them about their lost father, he knew it would be better in the long run if they didn't know who he was.

Then finally, in a state of rare vulnerability, he forced himself to confront something even greater. He forced himself to come to terms with his past so that he could move on. While it was sad to learn that the orphanage had been paved over, he was somewhat comforted to know that there was a small alter of candles in the church commemorating all those who had died in that fateful tragedy that Vincent knew all too well.

He knew there were many things he would never get a chance to resolve with the people who had been like family to him. He'd never get a chance to say goodbye, he'd never get a chance to say he was sorry, and he'd never get a chance let them know how much they meant to him. His years as a hardened soldier had forced him to set such feelings aside, but now that they were back with such a vengeance, he wanted to lay them to rest in whatever way he could. He knew they would always haunt him in some ways, but that didn't mean that he couldn't move forward.

And for this fateful moment, he wasn't alone. Standing closely by his side, Wanda Maximoff, the girl who had come to hold such a special place in his heart, was right there with him, gently holding his hand and lending him what comfort she could.

"I should have done this sooner," Vincent found himself saying in a low tone as he stood before the altar of candles where a stone inscription read, 'dedicated to all those who lost their lives in the tragic fire of St. Peter's Orphanage. Rest in peace wayward souls. May God comfort you in spirit.'

"You're here now, aren't you?" said Wanda, giving his hand a gentle squeeze, letting him know that he wasn't alone and never would be ever again.

"I know, but…It's just so hard being in a place like this again. I guess part of me still blames myself for what happened. If it hadn't been for me, then they wouldn't have…"

However, Vincent couldn't finish. He was just too choked up by his words. He may have run fearlessly into the melee of combat time and time again, but that paled in comparison to this. These people had been his friends…His family. And they died simply because some sick bastard wanted to use him for their own means.

It was bad enough that he had been the reason for the orphanage's destruction, but it had been even worse that he actually went along with those who were responsible and helped them. And not only did he believe in their lies…He had killed for them.

"I don't have a right to be in a place like this, you know," he said, finally managing to collect himself despite his choked up emotions, "I'm a killer. I took human lives. I went against some of the most basic and essential creeds that they taught me…All for some psycho who used me in so many sick ways that…"

Wanda had heard enough. She didn't let him continue after that. She could tell he was in a lot of pain, but she wasn't about to let him put himself in any more. She may not have been able to ascertain what it was like for him, but she knew better than anybody else the kind of man that Vincent Freeman was. And she was not about to let him forget that.

"Vincent please…" she said to him in a tone that demanded his attention, "Now you listen to me and you listen good…You are more than just a killer. You are a man who's had so much taken away from him, yet you still fight for what you believe in. You fought with me and the rest of our friends against so many heinous evils that I know without a doubt that if your family was here right now…They would be so proud. The lives we take cannot get in the way of the lives we saved."

"I know…" said Vincent with an exasperated tone, "But regardless of all the people I saved, it still affects me. I know it shouldn't…But it does."

"I know, and believe me…It affects me too. It's like Mystique once said…This is not a fair world. Nothing is ever truly absolute. We do what we do not because it's right or wrong. We do what we do because we believe in ourselves and that which we stand for. It's all a matter of faith…And just how much you're willing to put into something that means so much to you. And no matter how hard our lives are, we must never forget our faith. And you, Vincent Freeman…Have more faith than anybody I've ever met before. You are not just a killer. You're a warrior. Don't ever forget that. Don't ever even doubt it. Otherwise I'll keep hexing you until you get it through your head."

Knowing she was probably being serious on some level, Vincent Freeman managed a slight smile as he turned to face the woman that meant so much to him. After everything he had been through and after everything he had suffered, it all just seemed to make sense when he looked into those eyes that had astonished him so much that first day he saw her.

In feeling her gentle warmth and hearing the gentle urging of her voice, he found himself thinking back not on how he failed Father Michaels, Mr. Kansuke, and all his friends…He actually thought about how he had succeeded. Father Michaels had always taught him the power of faith and how it could be used to save those who couldn't save themselves. Mr. Kansuke had always taught him the value of honor and compassion, going down the very code of a warrior. And when he thought back to how he and his comrades triumphed time and time again in the face of such overwhelming odds, he took comfort in the fact that he did what he had to do in order to make a true difference in the world.

From there, a peaceful feeling came over the tormented young man, feeling as though this trip had done him some good after all. With Wanda still by his side, he was confident that there was nothing he couldn't face now. Whatever the future threw at them, he was ready for it. But before he could move forward into the future, he felt it was only proper that he commemorate his past and the people that had meant so much to him.

"I guess all that's left now is to finally say goodbye," he said as he stepped forward and took out a rare white flower that he had spent the last couple of months growing in Ororo's garden and placed it gently before the alter, "I know I'm almost a decade late, but…If you guys can hear me, just remember that I never forgot about you for a second. I'm sorry I wasn't there. I'm sorry I wasn't able to do anything. But as long as I'm still alive, I promise you that I'll do what I can to make you proud. I still love you all. And I'll always miss you."

Saying such words brought tears to his eyes, but Wanda stayed close so he could stay strong. He wanted to finish this. He owed them all so much. And as a man and a warrior, it was his duty to honor them in the way they had honored him.

"May God be with you. And may you find peace wherever you may be. I'll take care of things down here. Just know that you'll always be on my mind and in my heart. And I promise you…On my honor…I will always remember. And I will always have faith."

A weight seemed to lift from the young man's soul as he bowed his head in one final gesture of love and compassion for the friends and family he had lost. It felt good to finally get this out of his system. He had finally managed to lay something to rest that he had been hoping to resolve a long time ago. And now that he had finally done it, he felt as though he could truly move on…As long as he remembered his promise and his faith.

"Thank you Wanda," said the eternally grateful man as he pulled his lover into a powerful embrace.

"For what?" she asked him, now feeling the full force of his rapture.

"Everything."

Under the watchful eyes of God and the spirits of the family he had lost, Vincent Freeman shared a deep kiss with Wanda Maximoff, the love of his life. They had both come so far and suffered so much, yet in the end they had helped each through it all and established a connection that few people could ever truly ascertain. And regardless of where they had come from, they had plenty of reason to have hope for where they were going.

"I love you, Wanda," said Vincent, wanting God and all the other holy spirits to hear it.

"I love you too, Vincent. Past, present, or future…I'll always love you."

It was a powerful moment for the both of them…One that was sure to hang strong in their memories now and forever. It was the end of one thing and the beginning of another. Where they went from here was anybody's guess, but no matter where life took them…They took comfort in the knowledge that the loneliness that had once so deeply consumed them was gone forever.

Then suddenly, while they were still in a passionate embrace, a slight rattling was heard amongst the organ pipes and numerous other metallic objects. The lights began to flicker and a sudden gust of cold wind swept through the vast area. As a result, Wanda found herself tensing up, but with Vincent by her side, she managed to keep her cool. She knew who this was…And she had a feeling that something like this was going to happen sooner or later.

But with everything she had been through and everything she had learned both with Shadow Cell and the X-men, she was not afraid this time and she would not cower before this all too familiar presence.

"Wanda…" came a deep voice from above, drawing the attention of both mutant soldiers up towards a hovering figure as he descended to the isle below.

"I had a feeling we'd meet again, father," said Wanda, her tone sounding indifferent as she approached the master of magnetism with Vincent close by her side, "How did you find me?"

"Easy, I followed you," he said, maintaining his low monotone voice as he now stood before the woman that he had hurt so much, "That jet of yours isn't easy to pick up, but it is possible if you have the right powers and tools."

Wanda didn't respond to that. She didn't care how he found her. All that mattered was that he was there now. Like Vincent, she had her own demons to lay to rest and Magneto was one of them. Only this time, she wasn't consumed by anger or hostility like before. This time, it was different. The old holocaust survivor actually looked less 'Magneto' and more human for a change. The look in his face hinted that he was here not as the destined overlord of all mutants, but simply as a man looking to have a word with his little girl.

"I see you got yourself some new kneecaps," commented Wanda, breaking the silence as she diverted her attention towards his knees, noticing a slight bulge where she had shot him, most likely from heavy bandages and braces.

"Yes, they took quite a while to heal," he muttered, still feeling the sting from those two shots he had taken from her in more ways than one, "I managed to replace them with an internal metallic prosthetic, but they're still plenty sore."

"Yeah, and they'll probably stay that way for a while. But enough with the kneecaps, just tell me what you're doing here so we can get out of here."

Eric Lensherr honestly wasn't ready for this. He had been going over this moment in his head more times than he cared to recall. But he was determined to see his daughter again…At least to lay to rest the horrible burden that had hung so strongly on his soul. While recovering from the injuries that she had inflicted upon him, he had a lot of time to think. And as a result, he had come to a few realizations that he wanted to share with her. And even though it seemed as though she didn't want to listen, he wanted to tell her none-the-less.

"Wanda…" he began, his voice actually showing some real emotion for once, "No words could ever express the depths of my sorrow for what I did to you. I…I know I've done plenty of things to hurt you. I abandoned you. I left you to die in that heinous place. And I've made you suffer in ways no father should ever inflict on their own daughter."

"And you're just realizing this now?" said Wanda, still very skeptical of this man's sincerity.

"I know…I know…It's a little late for apologies. But these past two months have given me a lot to think about."

"Yeah, I'm sure you had plenty of time to think planning your next big scheme of unholy terrorism," spat Wanda in response, making no qualms about her distaste for this man.

"Think what you will of my beliefs, Wanda. But that doesn't change what I've come to realize."

"Oh really? And what might that be?"

Magneto then went on to do something that seemed to help emphasize his point. He took off his helmet, giving her the full, unadulterated view of his face. It was strange for Wanda since it made him look so…So human. Part of her still scoffed at that idea of him having any redeeming side to him, but that didn't stop that nagging voice inside her head that just kept urging her to hear him out.

"That day when I threw you away…It struck me more than I ever could have imagined. I know it hurt you the most, but I felt it too. The sting, the loss, the sorrow…I honest to God felt it. It always hung over my head, tormenting me to no end! I thought it was the only way! I just…I couldn't manage you, Wanda. I couldn't be the man I had to be."

"And you think that justifies what you did?" she shot in response, her words still dripping with venom.

"I'm not saying it does. But when I heard that you had…Died. I thought…It just…It hit me in a way I couldn't even begin to process. It hurt me in a way I've never been hurt. At first I didn't want to believe it, but when I found myself standing over your grave…I actually cried…I actually shed tears."

As much as Wanda wanted to scoff at that, the look in his eyes was just too much for her to ignore. She still hated this man, but after hearing that, she wasn't quite sure what she was feeling at this point.

"A part of me died with you that day, Wanda. Because from then on, I was just…Numb. I didn't care about what I did or who stood in my way. I just carried on with no soul. I couldn't even think your name without remembering the scope of my failure. I refused to even contemplate it. I suppose its part of why I became so heartless and cruel…That much I've come to realize."

"And you think that gives you a reason to hate every human being on the face of the planet? Just because you fucked up and you don't like feeling so human at heart?" said Vincent, tired of remaining silent as he said the words that he knew Wanda was struggling with.

"You're right…It isn't a reason. I understand that now," he conceded, "But I believe what I believe for the same reasons you do. You see the world one way. I see it another. We may disagree on what is right and what is wrong, but what we both have in common is that we believe in what we fight for…Which brings me to why I'm here."

"Here it comes," muttered Wanda, "I think I know where this is going."

Magneto still didn't let up. Even if he knew full well that Wanda wasn't going to give him a chance, he at least wanted to let her know that he had grown. And whether or not that would do anything for their shattered relationship was still in question, but at the moment…He simply wanted to tie up whatever loose ends he could.

"I'm starting a new colony…A new society of mutants on an island in the Indian Ocean called Genosha. The Brotherhood is going to help me and I have already recruited a few other mutants from places ranging from Siberia to Australia. We're going to start anew for mutants. We're going to create a place where they are not doomed to obscurity."

"And I take it you're going to be the undisputed dictator of this so called, haven?" commented Vincent.

"No…Not a dictator…Just a leader," said Magneto, his tone remaining strong and steadfast, "Genosha will be a beacon of hope for mutants…A place where they don't have to fear living in a society that's rejected them. And I believe that together, mutants will show the human race that they are more than just freaks of nature. And I was hoping that you and your friends would be a part of it."

It wasn't genocide and it wasn't all out war, but it was still filled with many of the ideas that Magneto still held strong. He was still very much opposed to Xavier, but at the same time it was a step away from his previous madness. It wasn't much, but that didn't mean that it meant nothing. Wanda could see it…The faint humanity that was still in his eyes.

But still, she had her life. She had her friends and she had her values. She had a cause that she believed in and as a proud soldier and warrior it was her duty to uphold those principles.

"You know that's not going to happen, father," answered Wanda, not sounding all that enraged as Magneto had anticipated, "Regardless of any 'revelations' you may have had, that doesn't make up for all the sorrow you've caused me."

"I know it doesn't, Wanda," said the master of magnetism, trying to just pour his heart out to this girl that he had once lost, "But both myself and Pietro were hoping that we could start to mend the rift between us…If not in whole, at least in part. Because like it or not, I'm still your father and you're still my daughter. Neither of us can change that."

"Yeah…That much we can agree upon," said Wanda, her tone shifting somewhat, finding herself at an odd crossroads.

"I may not have the right, but I wish to have you in my life again. I wish to make amends and have you as a part of my plan to move mutant kind forward into the future. While you may disagree with some of my beliefs and methods, I still believe that we can work together and eventually triumph over the odds."

It was not the type of confrontation Wanda had expected from the man who once so heartlessly threw her away. Part of her still thought that he would spring a trap at any moment and try to force her to be a part of his plans. But her soldier instincts told her that this was nothing of the sort. If he wanted to do something like that, he wouldn't have made himself so vulnerable.

There was definitely some sincerity to this man's words…That much she couldn't deny. But he was still speaking from the point of view of the same man he had always been. He was still worlds away from the peaceful dreams the Xavier preached, but at least he wasn't so militant now.

It was a step in a new direction for the both of them. But regardless of how he had changed, it was clear to Wanda that he still had plenty left to learn. She had her beliefs and he had his. It was that simple. Nevertheless, she took some comfort in that knowledge that he truly was willing to learn. Only time would tell whether or not they would find themselves on the same plane in the future, but at least now there was some hope.

"I'm sorry, father. But you know I can't do that," she finally answered, gently leaning in closer to Vincent's warmth.

"I had a feeling," sighed Magneto, disappointed but not surprised by her decision, "I know your friends may think a certain way now, but just know that I plan to keep the door open in case you change your mind in the future."

"I'll remember that. But bear one thing in mind. I am a soldier. I am a warrior. I stand for something I don't think you could ever understand. You still think that the problem with this world is that there is too much injustice. You still see things as either being right or wrong. But I've learned that things like justice and morality are only relative. Nothing is ever truly in harmony. There are only so many things you can hold onto that are truly solid…Things like honor, loyalty, compassion, and self sacrifice. Those are the things that drive me and my friends. Those are the things we believe in. And until the day you accept that along with everything else you did to me, there will always be a rift between us."

Magneto bowed his head slightly at her words, knowing that he had truly blown his chance with his daughter. He had made such a horrible mistake all those years ago by throwing her away. And it was only now after over a decade that he had come to see that. But despite being slow to remember, part of him did take comfort in the fact that she had grown into such a strong, powerful, and noble woman. Looking back at her, it was almost like seeing his late wife Magda again. And if she were alive, he knew she would be so proud of her.

Things between them may always be strained because of the past, but at least with this fateful moment they could take the first step towards at least making some amends. And only time would tell whether or not things between them would ever truly improve.

"I understand," he said, sounding satisfied with her response as he put his helmet back on, "Thank you for at least hearing me out, Wanda."

"Don't let it go to your head though," she quipped in response, "I still hate you for what you did to me."

"I most certainly don't blame you for that," he said, hoping to make one final peace with his wayward daughter before he left, "But hate or no hate, don't ever forget that you are still my daughter. And regardless of how cold or cruel I am, you and your brother will always hold a special place in my heart."

Wanda was still tempted to scoff at such a notion, but after hearing her father's words, she couldn't ignore that which he was so desperately trying to say to her. And even though she would always have the pain of abandonment and hate hanging over her soul, she could not forget that this man was still her father. And regardless of the great rift between them, she found herself grasping onto those words and was sure to remember them now and for many years to come.

"I'll leave you now, Wanda," said Magneto to his estranged daughter as he levitated into the air, "But before I go, Pietro told me to tell you that he still misses you and will write you as often as he can and for the time being, you have my word that I will keep my distance. I know that we have a long way to go and for the time being, we are on opposite sides. But at least know that I still have hope that one day we'll find peace with one another."

"Yes, I hope so too," said Wanda in an honest tone, feeling glad that they had both laid this matter to rest, "Just remember father…If ever you become a threat to the innocent, my friends and I will be there to stop you."

"I would expect nothing less, my dear," he said, managing a rare smile, "Take care, Wanda. I'll miss you. Be strong, stand firm, be safe, and above all…Don't ever forget who you are."

"Don't worry about that, Magneto. I promise you, Wanda is in good hands," said Vincent, pulling her into a gentle embrace.

Taking the young man's words to heart, Eric Magnus Lensherr, the man who had so heartlessly thrown his own daughter away to rot in an insane asylum made his leave, leaving his daughter in the very capable arms of Vincent Freeman.

Once he was gone, a heavy silence fell over the young couple. They remained in their close embrace, taking comfort in one another's warmth and presence. Tonight they had truly managed to leave part of the past behind and while it would always haunt them in some ways, they were certain that they had the strength to carry on their fight as warriors well into the future. Now, they truly felt as though they had everything they needed to move on. They had friends, family, love, fait, and above all…Hope.

"Come on Hotshot," said Wanda, feeling so warm and secure with the man she found so much comfort in, "Let's go home."

"Yes…Home," said Vincent, smiling warmly at the woman who had carried him through so much hardship.

There was no telling where the future would lead them now. The possibilities were endless. The potential was limitless. But through the love and guidance they had so strongly with one another and their friends, they both had plenty of faith that the road before them was full of plenty of happiness and excitement to come.

* * *

Curled up in he bed, Jean Grey couldn't stop crying as the reality of her current situation began to sink in. She was pregnant with a child she wasn't prepared for and pretty soon, the whole mansion knew it. Nobody had expected this, especially not her. And for the first time in a long time, she was actually scared.

"Oh God…Oh God what am I going to do?" sobbed Jean, "What the hell am I going to do?"

She was only 18 years old and she was going to have a baby. She and Scott were going to be parents. They weren't ready for this. There was no way they were prepared to handle something like this. Terrorists, armies, and monsters they could handle…But this? Could they truly handle a child? Did they even deserve to have a child after the things they had done?

Suddenly, Jean's thought process was abruptly cut off by a gentle knock on the door.

"Jean…Jean, are you okay?" came Scott's voice from the other side, his tone clearly wrought with worry.

Jean didn't have the heart to answer him. She didn't want to tell him that she was pregnant. She wasn't sure what he would think or how he would react, so she was in no hurry to find out. But still, Scott persisted.

"Jean…Come on baby, you're scaring me," he said, still not getting an answer, "Look, I'm coming in, okay? I'm going to open the door."

Jean didn't do anything to stop him. She neither had the heart nor the strength to do so. And when the door opened, Scott was confronted with a most difficult sight. He had sensed her inner turmoil through their link and from what he could feel, she was really in a lot of pain now. It hurt him almost as much as it hurt her. He hated seeing her like this. It was one of the few things he couldn't bear even after surviving torture endurance training.

Seeing his beautiful lover so wrought with tears, Scott slowly curled up next to her on the bed and took her into his arms. He didn't say anything at first. Instead, he merely sought to wipe away her tears. But they just kept coming. She was just too upset and it was really beginning to worry the young man before her.

"Jean…Come on babe, talk to me. What's wrong?" he asked.

Scott could still hear her sobs and sense her inner turmoil. He didn't know what was going on, but he just kept his arms around her…Holding her close and lending her whatever comfort he could.

"Jean…Please tell me…What's wrong?" he said, practically begging her at this point, "Don't do this to me. I love you. I'm here for you."

A hard lump in her throat kept Jean from answering. She just didn't want to believe that this was real. She didn't want to believe that she was going to be a mother. But it was happening right before her eyes. It still didn't quite sink in for her in many ways, but she was slowly beginning to accept it. She had a life growing inside her now. She and Scott were going to be parents. And as such, he had a right to know. It was just a matter of getting over the intense strain.

"I'm pregnant, Scott," she managed to get out, another round of tears filling her eyes.

Scott simply froze. His eyes widened with shock as he looked into the tear stained face of his lover. Did she just say what he thought she said? Did she just say that she was pregnant? It took a moment to register in Scott's mind. Jean was pregnant. The love of his life was carrying his child. He just couldn't believe it.

"I…Are you sure?" said Scott, struggling to process this startling revelation.

Jean simply nodded, no saying anything else in response.

"Oh…Oh my God. I…Wow," he said, his mind just reeling at this point, not knowing how to react to this.

For a while, he was just silent. How exactly does one react to news like this? Is there any right way to react at all? It was just beyond anything he had ever encountered before and he had been in war zones half his life.

He tried to pull himself together, but he wasn't sure how to do it.

"But…How?" said Scott in disbelief, "I thought we took all the necessary precautions. I thought that…"

"They didn't work," said Jean, cutting him off in mid sentence, "They were designed for normal humans and we're not exactly normal last time I checked."

They both gave themselves a mental kick for not remembering that. Sinister had reminded them at least once a day back at Shadow Cell just how unique they were, so how could they let something like that slip their minds when it came to something this important? But regardless of their oversight, they couldn't change what had happened now. What's done is done. They were going to be parents.

"Oh Scott…What are we going to do?" she sobbed, her anxiety and uncertainty once again overwhelming her, "I never expected this to happen. We're 18 years old for crying out loud! We're not ready for this!"

"I know, I know," said Scott in response, tightening her hold around his lover's body, "We aren't ready. We're young, inexperienced, and don't know the first thing about kids. But like it or not, it's happening Jean."

"So what are we going to do about it?" she said, trying to collect herself.

"Well first off, are you going to keep it?"

"Of course I am," she said, not even needing to give that a second thought, "There's no way I'm going to end my baby's life before it has a chance and I know that the vast majority of families don't want to adopt a mutant. Besides, this is our baby. We made this life and it's no one else's but ours."

"So we're really going to be parents," said Scott, finally beginning to accept it as he held his fellow soldier and lover gently in his arms, "I'm really going to be a daddy."

Scott seemed to sound less hysterical about this than Jean. If anything, there was a hint of excitement in his tone. At long last, he was going to have a family. And since they had both lost everything because of Sinister, there was definitely some appeal to getting a part of that missing piece of their souls back. But still, that didn't make it any less overwhelming.

"But…Scott, how can we do this?" said Jean, her voice once again growing strained, "I mean look at us! We're soldiers! We're killers! We've shot, burned, blasted, and maimed our way through countless human beings! Our lives have always been wrought with conflict and war! We've taken so many lives that we should be the last people on the face of the planet to have a child! How can we be parents to a baby? How can we ever…"

She was growing increasingly hysterical and Scott couldn't take it any longer. This woman was the love of his life and now it seemed as though that love was going to be taken to another level once more. After everything they had been through…Everything they had suffered through and survived…Their love had proven to be stronger than any other force that drove them. And once again, their world was turned upside down…But this time, Scott felt as though it was for the better. After all, what better way to have hope for the future than through the eyes of a child?

"Jean…Please…Don't think that. Don't ever allow yourself to even contemplate it," he told her, sounding so much stronger now that he had come to accept the fact that they were going t be parents.

"But after everything we've done…" began Jean, still not believing that they were ready for this.

"Jean…I know we've taken a lot of lives," said Scott, gently cupping her face and wiping away her tears, "We're soldiers now and forever. We can't escape that. We've done so much to take life and to save life, but now we have a chance to do something we've never done before…We have a chance to make life."

"Make life…"

"Yes…This baby of ours…This is our way of leaving a legacy here in this world that goes beyond simply war and combat. I know it's scary and I'd be lying if I said that I wasn't afraid. But together, I know we can do this. I know we can bring this new life into the world and show it everything. We have a chance, Jean…A chance to make up for what we lost and what we were used for. Now we can make our own path…Find our own identity…And build our own future…Together."

As this startling development finally began to settle in for Jean Grey, she actually found herself smiling somewhat at his words. Even though she was so scared and uncertain, the knowledge that they could finally have a family again was just so remarkable that she almost broke down in tears.

They may have been soldiers and they may have taken and saved many lives, but they still had a duty to each other and their honor. And part of that duty was to pass on such beliefs and virtues to the next generation. And now, here was their chance.

"So then…What happens now?" said Jean as she gently placed her hand over her womb where her baby was growing inside her.

"Well first…" said Scott, placing her hand over hers, smiling at the feeling of a new life growing inside the woman he loved, "I'm going to make you my wife."

"Your wife…Yeah, I like the sound of that," said Jean with a warm smile, tears of joy now forming in her eyes.

"And second, we are going to take this new life we've created and treasure it. We're going to bring our baby into this world full of lies, secrets, and deceit and show it how to live, love, and prosper. We're going to teach it the values of honor, compassion, and heart. We have a duty, my love…A duty to this life and the many others of this and the coming generation. And as soldiers, we are going to see this through to the very end."

"To the very end," Jean repeated, smiling warmly at her lover and new fiancé's words.

Scott and Jean had been through a lot in their short lives. They had gone from traumatized orphans to some of the most deadly soldiers in the history. They took life and saved life…And now they were making it. And as such a thought settled in for them, they both found themselves smiling with joy and hope for what was to come. Once again, their lives had taken a great turn…Only this time, there was so much more to be hopeful for.

"You really think we can do this?" said Jean, her body still entwined with that of her lover, "You really think we can succeed in a world that's never been fair to us?"

"Jean…Fair or unfair…Lies or no lies…There is still one truth that you can always be certain of," said Scott softly, holding the future mother to his child so warmly and secure in his arm, "I love you, Jean Grey…I love you more than anything. Whether we're in times of war or peace…Victory or defeat…Triumph or loss…I love you and I will love our child just as much."

"I love you too, Scott," said Jean, now so full of joy and hope for both their future and that of their child, "I love you so much. We fight…We bleed…We die…And we love…Together."

"Together."

And with those final words, Scott Summers and Jean Grey met in a deep, passionate kiss…So full of love, tenderness, and above all…Hope.

The world is a maze of lies and deceit. Nothing is ever as it seems. Everything is only as real as the human mind allows it to be. Yet through these seemingly ubiquitous lies, there are still some truths left to hold onto. Honor, compassion, patriotism, self sacrifice, faith, and heart…These are the things that resonate beyond any deception. And for some, like the five mutant soldiers of Shadow Cell and the students of the Xavier Institute for Gifted Youngsters, these are the things worth fighting for. These are the things worth hanging onto. And through the lies and constructs of an ever imbalanced world, the future can be made and shaped by those who simply have faith.

THE END.

* * *

AN: Wow…It's over. 64 chapters and at long last, it's finally over. So many lies and so few truths, yet in the end it all boiled down to faith. Another story has ended…Another tale has been told for the ages. It has been a long, hard road, but at long last it's over. One thing has ended…And another has begun. Man, what a story! This is by far one of my most proud accomplishments to date! A new universe…A new world…Built upon by my own dreams…What an accomplishment! It's taken me many months and many long hours to write this tale, but it was all worth it! And for all those who have loyally followed this story since the very beginning, I thank you all for giving me your kind support. This story is over now, but that doesn't mean that the reviews should stop! To everybody who has read this epic tale of mine, I URGE each and every one of you to tell me what you think! Please send me your comments via email or post them on the fanfiction website! Either way is fine as long as you REVIEW!

"Sinister Soldiers" may be over now, but that certainly doesn't mean that I'm done telling my stories folks! Stay tuned because my next fic will take you all to the world of Ultimate X-men and will feature the return of Slayer! In addition, be ready for some serious Phoenix level action as I continue to tell my tales! It will be entitled "Eternal Flame" and you won't want to miss it!

Also, don't think I'm done with the "Sinister Soldiers" universe just yet! I do have a sequel planned as well as a crossover series down the line, so don't think you've seen the last of Shadow Cell yet!

And most importantly, I'd like to dedicate this proud accomplishment of mind to a very special friend of mine who helped me craft this tale from the beginning. **Agent-G**, my friend and fellow co-author of our masterpiece "Hellfire and Brimstone," YOU ROCK! Thank you SO much for letting me use Vincent and thank you from the bottom of my heart for all the support you've given me.

In addition, I'd also like to thank the following people for all their wonderful support: **KaliAnn, Quillian, Heartsyhawk, Simba317, Gothik Strawberry, Amazing Redd ****Phoenix****, Jenskott, Wen1, Howlerdrode, Mark C, Silverdash, and Coldqueen. **

Well, another story is over and another tale has been told. It's been a long, hard road, but as with every story, there must be an ending. For all of those who have taken the time to read this story, I thank you from the depths of my heart and it has been a true honor having all of your support. Take care everybody and I wish you all the best! This is slickboy444 signing off…Peace out!

SINISTER SOLDIERS IS OVER! BUT THAT DOESN'T MEAN THE REVIEWS SHOULD END! PLEASE PLEASE REVIEW!

_Building a future and keeping the past alive…Are one in the same. _


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